Batgirl Beyond 3: The Search for Bruce
by VeemonRemix
Summary: Sequel to Batgirl Beyond and Batgirl Beyond 2: The Return of Ten. Batman and Batgirl's final adventure sends them on a search for the truth behind what happened to Bruce Wayne. Meanwhile, Paxton Powers is forming a coalition of recreated supervillians, and recruits a spellbinding villain to help. Action ensues and secrets are revealed in the epic conclusion of Batgirl Beyond.
1. Pursuit

**Hey everyone! Hope you all remember me. This is the third and FINAL installment of my 3 part story Batgirl Beyond. You should check the other 2 out if you haven't seen them already!**

**-x-**

The night was dark and crisp

There was a layer of fog that obscured the metropolitan view of Gotham City.

Inside of a lonely alleyway, a figure in a long brown coat and large brown top hat emerged from the fog. Even if the fog wasn't hiding the person's face, their oversized hat and popped collar would have.

The gravel crunched underneath the person's boots right before they stopped in their tracks.

The person took a small travel bag off of their shoulder and dropped it on the ground. Their hand slowly reached into their pocket and produced a cigarette lighter. After a few seconds, the person dropped the lighter onto the bag. It erupted in flames.

-x-

A round analog clock hung in front of a white wall. It showed the time as 8:57 and nearing 9 o'clock in the evening.

As the view of the interior of the building would suggest, it was nearing closing hours at Gotham General bank. There were still a few people left in the bank doing their last minute transactions.

An orange-red haired lady in a blue dress was sitting at one of the tables and patiently listening to a well suited bank worker speak. The bank teller had short, brown hair and round wire framed glasses.

"So as you can clearly see Miss…" The bank representative started

"Mcginnis. Mary Mcginnis." The woman replied.

He smiled

"Mcginnis, starting an account at Gotham General is the smartest move you can make. We're among the most respected, efficient and customer friendly banks in the entire country. And in your case, we'd be especially reliable in handling your husband's life insurance, which is a concern that you mentioned earlier. We have a history of customer satisfaction, and believe that your finances will be in more than capable hands with us."

"Well that all sounds well and good, but I still may need some time to think about it."

"No problem." The banker said as he looked at his watch. "We're about to close up anyway. So hows about you get a good night's rest over it and you can reach me at this number anytime you're ready to chat again."

He handed her his card

"I appreciate it." She smiled. "Have a good night."

"You too"

They both stood up. Miss Mcginnis went for the door and the banker went to the front desk to file away the final papers. Just as Miss Mcginnis was about to leave, a teenage girl with dark skin, a yellow shirt, short pink hair and a bicycle helmet ran into the bank. The banker glanced back at her.

"Ma'am, we're…"

"Not yet. It's 8:59 and I really need to deposit this check at the machine. It'll take just a sec if that's okay."

The banker turned his head

"Alright, go ahead. But make it quick."

"Maxine?"

Miss Mcginnis said it. The girl turned her head and looked right at her.

"Miss Mcginnis! It's so good to see you." Max said

"The feelings mutual. How is everything going with you?"

"You know. Same old same old. Depositing my check from babysitting and I felt every penny of it. It's incredible how much destruction two little boys can cause."

"Trust me, I can relate. Even if they're not so little anymore." Miss Mcginnis giggled.

"Speaking of which, how's Terry doing these days?" Max asked

"I was about to ask you the same question. You probably see him more than I do nowadays."

"Really?"

"Yeah. But that's Terry for you. Sleeps through school during the day and is always working at night. If he wasn't my own son I'd deem him as some nocturnal animal."

Max giggled and nervously scratched the back of her head

"Yeah…well, more so than you may think."

"It's a mystery why Mr. Wayne needs him to work so many night shifts…"

Max watched the bank door open.

"And speaking of Mr. Wayne…" She started

Mrs. Mcginnis looked back as well. Surely enough, a tall, old man with sleek white hair, a black suit coat and black pants walked into the bank with his brown cane. He was unmistakable as Bruce Wayne

"What a coincidence! I wonder why he's coming here in person though. It's a little weird if you ask me." Mrs. Mcginnis said.

"Yeah…" Max started as she raised her eyebrow. "Weird…"

Wayne walked up to a clerk who had his back turned to him. The clerk was filing his last papers into the cabinets. He spoke without turning his head.

"We're closed, sir. We open again at 8 AM tomorrow, so you'll have to come back in the morn…"

"Oh, well excuse me, then." Wayne said. The clerk's eyes widened. He immediately recognized Wayne's voice. He quickly turned around and looked Wayne in the eye.

"Oh, Mr. Wayne! I didn't realize that was you." The clerk said with a smile. "What can I do for you?"

"But I thought you said you were closed…"

"Nevermind that."

Mr. Wayne raised his eyebrow

"Well, what I meant to say was…We're always willing to do business with our number one investor in Gotham."

Mr. Wayne smiled and nodded

"I'm glad you say that. Because I'd like to withdraw every last dollar that I have in this bank. In cash."

The clerk looked extremely startled and stood frozen for a few seconds before he could take it in. He then began laughing.

Bruce simply frowned and stared straight at him

"Did I say something funny?"

The clerk stopped laughing

"Um, no sir, it's just. Well. That's quite the request."

"Is there a problem?"

The clerk was beginning to realize that this was no joke. As usual, Bruce Wayne was being completely serious.

"No, sir. I uh…All I need is your fingerprint, eye scan and signature for identification purposes."

Wayne frowned.

"I'm standing right in front of you. What more identification do you need?"

"We're sorry sir. It's standard protocol."

He pulled up a touchscreen from one of the bottom drawers and set it on the table.

"Right on here sir." The clerk said

Wayne leaned over to the screen and had it scan his retina. He then pressed his finger to the screen and then signed the screen with the stylus.

"Thank you, Mr. Wayne. One second please."

The clerk bent down and checked the results on the screen under the counter. After a couple of seconds, the results displayed.

RETINAL SCAN: 100% MATCH

FINGERPRINT ANALYSIS: 100% MATCH

SIGNATURE ANALYSIS: 12% MATCH.

The clerk stood still for a moment and selected to view the details of the signature analysis. When he saw that the signature that Wayne just gave him and the signature on file looked completely different.

The clerk inhaled and stood straight to his feet.

"Um, sir, it appears as if there's been a problem." The clerk said with a shaking voice.

Wayne scowled

"The results didn't completely check out, so standard protocol says that I can't process your request at this time."

Wayne stood still for a second. His dry eyes pierced the clerk's.

Then he reached into his suit pocket

"I'll show you standard protocol." Wayne said.

He suddenly produced a pistol and pointed it at the clerk. Everyone in the bank gasped.

Max's eyes widened and Miss Mcginnis took a few steps back.

"So let's try this again." Wayne said. "Give me the cash. Now."

Within moments, Wayne was running out of the bank with a big sac of cash in one hand and his cane in the other.

Everyone in the bank was hiding under the tables and behind the counters. Miss Mcginnis and Max were behind one of the counters.

"This is insane! What should we do, Max?" Miss Mcginnis said as she turned to Max.

"Not let him get away." Max said as she sprinted out the bank after him.

"Max!" Miss Mcginnis called after her.

Max fastened her helmet and jumped on her bicycle. Before she took off, she reached into her purse and fished around for something.

"Oh come on…it has to be here somewhere." She whispered

Her hand grabbed onto something and pulled it out. It was a bat shaped remote control that only had one button in the middle.

"The perks of being best friends with Gotham's finest…"

She quickly pressed the center button multiple times.

"If anyone needs to see this, it's you Terry…"

She put the remote back into her purse and kicked her bicycle stand up. She began pedaling down the street as fast as she could.

Bruce Wayne sprinted down the middle of the road as 2 Policemen ran after him.

"Stop right there or we'll shoot!" One of them yelled.

Bruce simply ran faster

The darkness was beginning to settle on the town, and it was getting harder and harder for the policemen to see him. They were now on a bridge that hung on top of another busy road.

Bruce ran left and hid behind a building. The policemen tailed him

"We know where you are! Come out from behind the building and put your hands up!"

Bruce smiled

"If you insist."

He grasped tighter onto his cane and quickly emerged from the corner of the building. One of the policemen gasped

"Wait. Isn't that Bruce Way…"

Suddenly, Bruce threw his cane at the policemen like a boomerang. The cane was thrown so hard that the policemen hardly saw it coming, and it hit one of them square in the forehead. The policeman immediately dropped to the floor, unconscious. While the second policeman glanced at his fallen partner, Bruce's fist met his nose, and soon, he was on the ground as well. He grunted in pain.

Bruce grabbed tightly onto the sack of money and continued running. The conscious policeman took out his gun and began shooting at him. Bruce ran straight for the edge of the bridge.

"Hey! Stop! You'll about to run off the…" the policeman yelled

He jumped off the edge of the bridge. The policeman forced himself to get up and looked down over the bridge. Bruce was falling for a few seconds, but then grabbed onto a street lamp and then dropped down to the lower road. He continued running away with the money.

"Unbelievable…" The policeman said

Max zoomed past the policeman on her bicycle and turned the corner to go down the ramp.

"Ma'am! Stay away from this area! There is an armed and dangerous man down there!"

She wasn't able to hear him anyway. She continued after him.

On the lower road, Bruce looked left and then right, and then ran into a dark alley to his right. It wasn't long before Max got there after him. She hopped off her bicycle and followed him in.

The alley was dark and empty. Max walked in slowly and looked around. After a few seconds of silence, she heard a voice behind her.

"You shouldn't be here, kid." Max turned around and faced where the voice was coming from. "Putting your nose into other people's business is a very rude habit." It was Bruce's voice behind her. He was holding the sac of money in one hand and the dropped gun in the other.

Max stepped back

"Yeah, well, when you try to rob the bank that cashes my paychecks, it becomes my business. What's gotten into you, Mr. Wayne? You're not yourself."

"And what makes you so sure?" He said

"Well for starters you're sitting on enough cash to buy that bank 100 times over, so I don't understand why you're stealing from it. And the last time I checked, committing armed crimes was never quite your style…"

He loaded the gun and pointed it right at her. Max gasped.

"You're gonna shoot me?!" Max exclaimed

"Accidents tend to befall those with an insatiable curiosity. Maxine."

Max's face froze when he said her name. She slowly put her hands up

"I don't know what's going on, Mr. Wayne. But I'm not gonna stand here and let you put innocent people in danger!"

His thick finger began to ease down on the trigger.

"Well unfortunately for you, you won't be "standing" for very long."

He pressed his finger against the trigger, but not before something hard and metal hit his hand with the gun. The gun shot a bullet when it hit the ground, but the bullet shot into the air and hit nothing.

Wayne yelled in pain. Another bat shaped metal object cut across the sac of money, and sent the money floating in the air and pouring on the ground.

"No…" He said

He wound back and punched Max, which sent her backwards into the wall. Bruce pulled three smoke bombs out of his sleeves and threw them onto the ground. A thick fog filled the alley, and Max closed her eyes and began coughing.

She was suddenly able to hear a car zoom and screech to a halt on the other end of the alley. She forced her eyes to open through the smoke and saw Bruce's silhouette step into the passengers seat of the car, and watched the outline of the car zoom away at great speed.

She waved around until the smoke had cleared and looked forward. About ten seconds later, she heard a familiar voice.

"Max! Max!"

She looked left and saw Batman run up to her. He wore a black suit and had the red Batman logo on his chest.

"Max, I got your distress signal and came as fast as I could. Are you alright?" Batman asked.

"Yeah, well, I've had safer days. But I guess I can't complain after you saved me from being street pizza."

Batman looked a little confused.

"What?"

"You know, after you rescued me just now?"

"Me? No Max, I just got here. I was going to ask you what happened!"

He looked around

"Why is there money everywhere?" He asked

Max raised her eyebrow

"Wait. This doesn't make any sense. If that wasn't you, then who…"

She looked down at the ground, and noticed something strange about the batarangs that were thrown.

She bent down and picked one up.

"Hey, Terry…did you get a new model of these? The last I remember they were black and red."

Batman took it. He saw that the batarang was black with yellow outlines.

"Oh no…" Batman said quietly

He ran out of the alley. Max ran after him.

"Woah, hold your horses, what's the rush for?" Max said

Batman stopped and looked far into the distance. He pressed a button on the side of his mask that zoomed into the top of a far away building. He was able to see a figure that looked a lot like himself. The person was in some sort of batsuit and had a feminine-like appearance.

"You've gotta be kidding me." He said

He gave Max the batarang, opened his wings, and flew off.

"Wait, What's going on? I don't see anything! Batman!" Max yelled

Batman flew towards the rooftop. Before he got there the girl spread her wings jumped off of the roof and flew forward. Batman continued chasing her.

"Hey! Wait!" He tried to yell after her. It was of no use. She kept flying away. Batman tried to press a button on his com-link.

"Batgirl! Batgirl, do you copy?"

There was no response.

"She must've jammed the link…great…" He whispered.

He spread his wings again and flew after her. He was beginning to get closer and closer to her.

After a few moments, he was only a few yards behind her. He shouted once again.

"HEY!"

The girl looked over her shoulder and saw him.

"Batman…" She said

"Well, it sure is nice of you to drop in!" Batman yelled

The girl smirked

"We'll talk later. I have business to attend to."

"I don't think so." Batman said "I need to ask you a few questions."

"I'll pass."

She pressed a button on her utility belt that activated her turbo boost. A large beam of fuel ejected out of her boots and she zoomed forward at sonic speed. The shockwave from the boost hit Batman and threw off course. It sent him spiraling towards the ground.

He yelled as he flew through the leaves of a tree and hit the ground face down. He groaned and held his head as he slowly stood up.

He watched the girl in the batsuit fly out of sight, and was left standing alone.


	2. Target

Max's hand picked up an ice pack that was sitting on a metal counter. She turned around and walked it over to Terry, who was sitting down with his batsuit on and his hood off. They were both in the basement of the Wayne Manor-The Batcave.

"Are you sure you don't need to see a doctor about that?"

Max handed the icepack to Terry. He pushed it onto the side of his head and let the cold seep in.

"Sure…I'll just explain to the doctor that I was flying around in my Batsuit until I took a 3 story nosedive. See if that won't end me up on the evening news."

"Well excuse me for trying to help."

"You're already helping. Thank you. But I'll be fine. I've been through worse scrapes than this"

Max smiled

"Trust me, I know."

Terry removed the icepack from his head.

"So let me get this straight…" Terry said while standing up "You're telling me that Wayne just robbed the bank and then escaped on foot?"

Max crossed her arms.

"At gunpoint, yeah."

Terry shook his head

"That couldn't have been him."

"That's what I thought at first, but he knew my first nam…"

"It couldn't…have been him. Max." Terry insisted

"Well what makes you so sure?"

"He would never use a gun."

Max exhaled

"Well neither would he be physically capable of outrunning a whole squad of policemen on foot, but that's what happened, isn't it?"

Terry tried not to roll his eyes as he looked away. Max continued

"I know what you mean though….I knew he was spry for a man his age, but surviving a one and a half story drop maxes out on the weird meter. And that goes for anyone."

"Something's clearly out of the ordinary here." Terry said. "He's been out of town for weeks now on business. So it makes no sense for him to be in Gotham at all. Max are you absolutely sure it was him?"

"I saw him with my own eyes, Terry. Trust me. It was Bruce." Max said.

Terry got quiet.

"So what are you thinking?" Max started. "Drugs? Slappers? Exercise?"

"If anything, I'd think…"

He then groaned in pain over his head. He pressed the icepack down harder.

"Gosh, you must have really taken a beating back there…" Max said

"No I didn't. She threw me off course, that's all."

"Speaking of which. You never told me exactly who that person was."

"Beats me…"

Max crossed her arms and raised her eyebrow.

"You really expect me to believe that?"

Terry hesitated

"Why don't you just spill so that we can skip the awkward part where I have to fish it out of you?" Max asked

Terry sighed

"Her name's Batgirl…"

"Wait a minute. There's a BatGIRL now?"

"…yeah" Terry said it really quietly

Max smiled "And I bet there's a Bat Baby and Bat puppy too…"

"It's not funny, Max. I don't know what she was doing here. She's always putting herself in harm's way like this!"

"…you know who she really is, don't you?"

Terry didn't answer

"Come on, Terry. You know I won't tell anyone."

"It's not about that…it's just…if I told who she really was, you'd freak."

"Hey. I'm best friends with a guy who dresses like a Bat and spends his weekends in a cave. It's pretty hard to phase me nowadays."

After a long pause, Terry quietly spoke the next two words

"It's Melanie…"

"Wait. You mean…."

A girl's voice interrupted

"Ten. Yes."

They both turned their heads. To their utter shock, Melanie Walker had snuck up behind them. Her appearance was never to be mistaken. She had blonde hair, piercing blue eyes, a black sweater and a pink skirt. Terry's eyes widened

"Melanie?!"

Terry walked over to her

"How did you get in here?!"

"Same way you did. And I must say, Terry, for someone who has the biggest secret in Gotham city, you certainly have pretty loose lips."

Terry looked back and forth between Max and Melanie

"I…uh…Melanie, look, I can explain."

"You can save it, Terry. It's fine. I take it that any friend of Terry's is a friend of mine, right?"

"So I suppose you're the one who I should thank for saving my life earlier today."

Max said it as she held out her hand

"Max Gibson"

Melanie reluctantly shook her hand

"Melanie Walker. And don't mention it"

They let go of each others' hands

"So how many other people have you broadcasted my identity to, Terry?" Melanie asked with a hint of rashness in her tone.

"Max is the only one who knows about you. And me. And I swear, it'll stay that way." Terry said.

Melanie looked at Max

"And you're sure about that…" She said

"I am. Because I trust Max more than anyone." Terry said

"Oh you're making me blush." Max couldn't have sounded more sarcastic in saying it.

"I sure hope so…" Melanie said with as small grin.

"Alright. Enough with the formalities." Terry said, "Why didn't you stop when I went after you?"

"I already told you, I had business to attend to."

"What kind of business?"

"I was looking for someone."

"Who?" Terry asked with a squint

"A friend." Melanie's tone was all Terry needed to tell that she was hiding something.

"Does this friend have a name?"

"I'm sorry, but I don't see how that's any of your business!"

"And I don't see why you're being so secretive about it."

"Why do you care so much anyway?"

"Because the last time one of your "friends" came to town, she dressed up in a Ten suit and almost burned down half of Gotham city."

"This one's different." Melanie said while looking the other way.

"And why should I believe that?"

"Because he's my boyfriend, alright!"

That statement shut everyone up. Terry's mouth hung partially open in sheer surprise

"You have a boyfriend?"

"Do I sense a hint of jealousy, McGinnis?" She said it with a smile

"What? Of course not! I've just never heard of him!" Terry exclaimed defensively

"Relax. I'm just kidding."

There was a short pause before Melanie closed her eyes, breathed out and spoke again.

"Chris Parker. That's his name. And we only met a couple of months ago. That was about a week or two after I saw you last. He got transferred into my division of Wayne Enterprises, and we just hit it off."

"So if you met him in Star City what would he be doing here?"

"He's been visiting Gotham City on and off ever since we started dating…" He keeps saying that he's out on business, but I'm getting the feeling that he's not telling me the truth. So I went around Gotham City to look for him…but instead of finding him, I found your friend here."

"Wait. So let me get all of this straight." Terry said "You thought that it would be okay to just take out that Batgirl suit…for the first time in three months I might add… just to track down your boyfriend because you thought he was lying to you?"

"You make it sound like that's a bad thing."

"Melanie, wearing the Batgirl suit is a responsibility. It's not something that you just throw on in the morning to settle your own personal scores with people."

Max interjected quietly. "Like you've never done that." She said

"Stay out of this, Max!" Terry said while putting his hand up.

"Then explain to me a better way that I could have searched for him!" Melanie said

"And plus, it's my suit now, I can do what I want with it."

"That's the kind of thinking that can get you in serious trouble!"

"Sheesh, you're really starting to sound like a cranky old man that we all know."

Max stood in between them and held both of her hands outward to break up the fight

"Hey, Hey! Cut it out you two. What's important is that Melanie was there in time to save me from getting shot at point blank, which brings us to what we should really be focusing on."

Both of them kept quiet.

"Wayne." Max said.

"Yeah, what's going on with him anyway?" Melanie said.

Terry sighed as Max moved aside.

"We don't know. But he told me that he was going out of town to settle a business deal for a few weeks. And no one had so much as heard from him until Max's run in with the face of his pistol earlier tonight." Terry said

Max walked over to the computers with the big screens on the wall. Terry and Melanie continued talking.

"Do you have any idea where he went?" Melanie directed the question at Terry.

"No. But Max said that she saw a car come and pick him up. But I know that he didn't come back here. And I'm not gonna stop until I get to the bottom of this."

"That's a tall order for just one bat. Even if you have the batcave and all of its toys to yourself."

"Is that your way of saying that you're in?"

Melanie grimaced

"Well I'm technically here to look for Chris. But I suppose that I could lend a hand or two until I find him."

She pointed a finger at Terry's face

"But if you even think of calling me 'sidekick', then you're going to need more than one of those ice packs."

Terry held out his hand

"You've got a deal."

Melanie shook it

"So when do we start?" She asked

"Hey guys…I think you might want to take a look at this." Max said it from far away. She was sitting at the computer screen, where the local news was playing.

"Sounds like we just did."

Terry and Melanie walked up to either side of her and looked up. Paxton Powers was holding a live press conference.

Paxton's appearance was always the same. His well-combed black hair, watery black eyes, double chin and calm facial expression never seemed to change. His navy blue suit, black pants, and white collared shirt looked brand new and expensive. But his fine grooming and expensive clothes did nothing for Terry, Melanie, and Max. They knew that under his impressive exterior was a snide, lucrative, and backbiting billionaire who was responsible for more trouble in Gotham than the press ever gave him credit for.

"I don't know what has gotten into my father's ex-business partner." The sleekly dressed businessman spoke into the microphone. Bruce Wayne's photograph was pasted on the left corner of the screen with the words _WANTED_ printed clearly beneath it. At the bottom of the screen, the title POWERS SLAMS WAYNE panned horizontally.

"But crimes like these are ones that should not go unpunished, regardless of who the assailant is. No doubt, Mr. Wayne and his family have done nothing but good for this city up until now, and my heart goes out to his patrons and loved ones who have fallen witness to the horrible crime he committed today. But despite all of that, we, the people of Gotham, must ask ourselves, is this the kind of man that we want on our streets? Is this the kind of man who we want running the multi-billion dollar company that employs almost half of Gotham City? I say, no! So it is for this reason that I, Paxton Powers, am publically announcing my running to be the new CEO of Wayne Enterprises!"

"What?!" Max exclaimed out loud

"The snake's still up to his no good tricks." Melanie said

"He can't just do that, can he?" Max asked. Terry simply stared at the screen.

"My men are in negotiations now to purchase the shares within the company. If all goes according to plan, Powers Incorporated will officially own Wayne Enterprises once again. And I believe that with the right visionary leading Wayne Enterprises, we can begin to usher Gotham into a brighter futu…"

The screen turned off. Terry had pressed the remote.

"Hey guys…" Terry started, "Remember when I said that I didn't know what happened to Wayne?"

"Yeah?" Max said

"Well, I think that I have an idea of the rat who's behind this."

Terry turned around and began walking the other way.

"That makes two of us…" Max said

"Three. But what should we do?" Melanie asked

"The thing that we do best." Terry put on his Batman hood. "Suit up, Melanie."

Batman turned his head

"We're going to take him down."

-x-

After the press conference was over, Paxton was walking into his office building.

He paced down hallway pressed the elevator button. The elevator door soon opened up in front of him. Paxton turned his head backwards, as he thought he had heard something. When he saw nothing, he continued into the elevator.

He went all the way up to the top floor where his office building was located, and stepped out of the elevator. He looked around the hall and kept walking until he reached his office. He turned the key, opened the door and walked inside.

He went to his desk which was right in front of a glass window and sat down. He turned on his lampdesk at the same time that he heard someone shout at him from in front.

"PAXTON POWRS!"

As a reflex, he grabbed onto the gun that was tied to the bottom of his desk, and pulled it out about halfway. Before his eyes, he saw Batman eyes and red logo emerge from the darkness. He walked forward until he was completely visible.

Paxton smiled.

"Batman. I was expecting you."

Paxton pushed the gun back into its slot. He leaned back in his chair and rested his hands on his chest.

"We need to talk." Batman said.

"Now." A girl spoke. Paxton turned his head and saw Batgirl emerge from the shadows as well.

"I didn't know you were bringing your kid sister along. I would have fixed up some tea if I knew I'd be having this much company."

"She got your attention pretty well the last time we were all together like this." Batman said. "So I wouldn't try anything stupid."

Paxton put his hands up

"Do I look like I'm trying to put up a fight?"

Paxton reached over his books and took out a can of seltzer water. He poured it into a clear glass and prepared to drink it.

"So what can I interest you two in?"

"The truth." Batman said while walking aggressively over to him. "What have you done with Bruce Wayne?"

Paxton took a sip before talking.

"I exposed him for the criminal he really is." Paxton said. "You saw those news reports as well as I did I presume."

"I was there." Batman said

"We both were." Batgirl added. "Which is why we know that Bruce Wayne wasn't himself."

"And you think that I had something to do with Mr. Wayne's sudden attraction to the life of crime. Is that right?"

He continued to drink

"You tried to take his seat as CEO less than a day after he robbed the bank." Batman said.

"It's called business, Batman. Something that you two clearly have no sense of. Not proper business anyway. You think that you can just waltz into my office and accuse me of Bruce's change heart. I truly am hurt."

Paxton reached for a CD ROM that was on his desk and attempted to put it inside of a drawer.

"What's the CD for?" Batman asked

"All it has in it is marketing plans. A bunch of facts and figures that you wouldn't be interested in. Sorry to bust your bubble."

"Look me in eye and tell me that you had nothing to Wayne." Batman demanded

"Well that's awfully hard since you're wearing a mask, but I'll humor you."

Paxton stood to his feet with his cup of water. He took another sip as he approached Batman.

"I can't help but wonder why you two care so much about some crabby old businessman."

"He's not just some businessman." Batigrl interjected "He's done more good for this city than you'll ever dream of doing, Powers!"

"Since the three of us have grown so close, I'll let that snide comment pass. But regardless of any of that, he's still just a man, which means that he makes his own decisions. And earlier today he made a bad one. And all I'm trying to do is give this city a leader that they can count on."

"Then don't do it by trying to undermine Bruce's company." Batman said

"It's my family's company too you know. Was, anyway. But all that's going to change."

Both Batgirl and Batman scowled at him. Paxton drank his last bit of water before speaking once more.

"I had nothing to do with the old man's change of heart, so you two can just scurry back to the hole you crawled out of."

Batgirl had had enough. She grabbed Paxton's collar and lifted him off of the ground.

"Batgirl!" Batman exclaimed

"You're lying." Batgirl said

Batgirl held his collar in a choking position. Paxton tried to pry her fingers off.

"Give me one reason why I shouldn't just end you right here, right now." She said with a growl.

Paxton coughed out the next words

"Hows about I give you three." He pressed a button that was inside of his coat pocket. Within seconds, three massive helicopters were hovering outside of the glass window. Batgirl dropped him and looked at the blinding headlights that were pointed into Paxton's window. The helicopters also had guns pointed at the window.

Paxton stood to his feet and spoke, counting off with his fingers.

"One, I learned from my last experience with you two that I need better security. I believe these helicopters will suffice, no?"

"He can't be serious!" Batgirl said

"Two, laying a finger on me wouldn't jive well with the hundreds of citizens who already support my takeover of Wayne Enterprises."

"We need to get out of here." Batman said

"But Paxton!" Batgirl yelled

"And three, even if I did have something to do with it, there's nothing that you two would be able to do to stop me. Especially with my bullet proof vest."

"Oh no. He's going to…"

Paxton held his hand out for the helicopters to see. He snapped his fingers.

The glass window was the first thing to shatter to the ground. The helicopters opened fire as Paxton sprinted out into the hallway and locked the door from the outside.

The ream of bullets focused into Paxton's office building. Batman and Batgirl were hiding against the opposite walls of the room. The narrow frames of the window were the only things that were blocking Batman and Batgirl from being shot.

"What should we do!" Batgirl yelled

Batman turned on his com-link.

"Max! Are you getting this?!"

Max was sitting in front of the computer and looking at the screens. Different schematics and stats were popping on and off. She was also looking through Batman and Batgirl's eye monitors.

"There are so many numbers and gauges on here! I don't know how Bruce makes this look so easy…" Max started.

"I thought you said that you knew how to use the computers!" Batman yelled

"Correction, I said that I would do the best I can, which is what I'm doing now. Just give me a second, will you…"

"We're in a bit of a time crunch here, Max!" Batman said it while Max examined the helicopters that Batman was looking at. She pulled up a schematic of the helicopter

"The helicopters are identical…Class B model AH-90 fighter helicopters…" Max said

She rewound the footage back to when they began firing. Batman ducked down to avoid some of the bullets.

"And from the looks of it, they all started shooting at approximately the same time, and are firing at the same frequency. And if they're shooting at the same pace…" Max started

"Then they'll need to reload at the same time!" Batgirl shouted.

"Exactly. Which is in about 6 seconds. So you two had better think of something fast!" Max said

"Our suits!" Batman yelled over the bullets towards Batgirl. "You do your thing and I'll do mine."

Batgirl nodded.

They remained hidden for another couple of seconds until all the bullets stopped for a split second.

"Now!" Batman yelled. He turned the dial on his suit and went into camouflage mode. Batgirl set the Batarang launcher on her wrist to 10—the highest setting.

The rightmost helicopter pilot was searching for Batman. As he was searching, he noticed a footprint on the glass in front of him. While confused, the glass in front of him suddenly shattered. Batman undid his camouflage and appeared right in front of the pilot. Batman grabbed the pilot by his shirt and threw him out of the helicopter.

The falling pilot used his parachute to land onto the ground half a mile away. The helicopter landed in a nearby river and sunk. Batman flew over the middle helicopter and planted a small device on the tail of the leftmost helicopter. He pressed the button on the device, and it short circuited the helicopter. The helicopter plummeted down to the ground right before the pilot ejected out of it.

Batgirl waited for another few seconds for the bullets from the middle helicopter to start up again. Once she predicted that the bullets were about to fire, she flew up into the air and shot two batarangs out of her launcher. Each of the batarangs blocked the two gunholes, and once the bullets began to fire, the guns at the side of the helicopter exploded.

While the helicopter was defenseless, Batgirl turned the dial on her utility belt and activated her turbo boosters. She zoomed towards the front glass of the helicopter with a shout.

The pilot ejected from the helicopter out of pure fear. Batgirl stopped before she made it to the helicopter, and the helicopter spiraled to the ground. It hit the empty street.

She found herself facing Batman while hovering in the air.

"Remind me not to get on your bad side." Batman said.

"Paxton. Where did he go?" Batgirl asked

"He was too prepared for us. We need to regroup." Batman said

"But he wasn't telling the truth. I can feel it. If we can just get him to talk, then…"

"We're done here, Batgirl! Just trust me on this."

Batgirl looked back at the building.

"Fine."

"Let's go." Batman said

They both flew away.

-x-

The door to the Batcave opened up. The Batwing flew into its dock, and Batman and Batgirl jumped out. Max spun her computer chair around and stood up to meet them.

"How did it go?" She asked

Batman and Batgirl both walked over to her.

"Not good" Batman said. "He got away."

"Yeah, thanks to you." Batgirl said. "Why didn't you let us go after him?"

"It would have been pointless. The interrogation was going nowhere."

Batgirl took her hood off

"If I would have had 5 more minutes with him, I would have gotten him to tell me what age he stopped wetting the bed at!"

"The fact is that we didn't have 5 minutes because our lives were on the line. So now that we're here, we need to think of another plan."

"Well left to you we would have no other plans. But luckily I was able to recover this…"

Melanie produced a CD ROM out of her belt. Batman took his hood off and examined it.

"This is the disc that Paxton tried to hide from us…" Terry deduced.

"Exactly. He said it was a bunch of marketing figures, but I could tell that he wasn't telling the truth. He put it away the moment after we got there. Which means that it could have something to do with Wayne…" Melanie said.

"Max!"

"On it." She said. Max took the disc and walked it over to the computer. She put it into the slot and waited at the screen. Terry and Melanie followed behind her and looked up as well.

"It has all kinds of encryptions on it…" Max said

"Even I'm not familiar with these kinds of security features…" Melanie noted

"Do you think you can by bypass them, Max?" Terry asked

"Legally? Absolutely not…" She replied with a smirk. A few moments later, a green textbox appeared in front of them.

"And…done" Max said.

"She's good. Smart choice in friends, Terry." Melanie whispered

"Now that all the formalities are out of the way…" Max started

"Let's see what Paxton Powers is hiding."


	3. Illusion

A black luxury car was seen pulling in front of an old looking museum. The building had the words "Gotham City's Contemporary Museum" plastered on the front.

Paxton Powers' shoes touched the floor as he stood up straight and exited the car. One of his security guards got out of the passengers seat and walked with him to museum's stairwell.

The security guard was talking through his earpiece.

"Yes. Uh huh. Okay, I understand."

He turned off the earpiece.

"What is it?" Paxton asked as they continued walking

"The security personnel have examined your office. The CD ROM is missing."

"Excellent. The bats have taken the bait."

They both went up the stairs and stopped in front of the front door.

"Now if you'll excuse me." Paxton said.

The security guard took out a key, and unlocked the front door of the museum, and waited for Paxton to enter.

Paxton walked into the front door and closed it behind him. He was staring at the front desk of the museum, which was immediately to the left of a massive steel door. On the other side of the door was presumably what led into the rest of the museum.

There was a redheaded man sitting at the front desk, and was dressed in tan clothes from head to toe. He appeared to be in his late thirties, and his matching uniform gave him away as an employee of the museum. Paxton walked up to the front desk.

"Hello sir, the museum is closed for the day. Do you have an overnight pass?" He asked in an enthusiastic tone.

"I seem to have temporarily misplaced my pass. But no man or woman born, coward or brave, can shun his destiny."

Paxton's odd response made a light smile creep across the museum worker's face.

"Password accepted." The worker said, while standing to his feet. He walked over to the steel door, and scanned his key card into its slot. The steel door slowly opened, and the worker returned to his seat.

"Good day, Mr. Powers." The worker said

Paxton merely smirked as he walked past steel door, and heard it automatically close behind him. He was staring down a massive corridor, that had exhibit after exhibit towards both sides. He paced down the hallway, and passed the exhibits. Many of them were empty, and others were completely worn down. Perhaps the best looking exhibits that Paxton passed were the abandoned space suits, and what appeared to be a life sized model of an aircraft, but they were the exceptions. It was soon clear that this wasn't the kind of a museum that people would pay money to go to. It was all but abandoned.

Various armed security men were at different points of the hallway. One of them briefly pointed his gun when he heard someone walking by, but once he and Paxton made eye contact, the security man nodded and put his gun down.

Paxton eventually got to a stairwell at the end of the hallway, and went down. The stairwell led down into two different floors. He stopped at the middle floor and opened a nearby door.

He found himself looking into another hallway, that led straight to an isolated door. He began to walk down the hallway, but flinched when Bruce Wayne walked up behind him.

"Paxton" Wayne said

Paxton turned around. When he saw who it was he swallowed and adjusted his business suit.

"You startled me." Paxton said

"Where have you been? I've been waiting all day." Wayne demanded

"Yes, well, schedules get backed up when two rodents are out trying to expose you. But luckily they played right into my hand. Or our hand, I should say."

"Here's the money." Wayne dropped the sack of money from the bank in front of Paxton. Paxton held his hands in his pockets and looked back up at him.

"Chris Parker. You put up quite the show earlier today. Or should I say, 'Bruce Wayne'"

"Bruce Wayne's" body turned into a tan globular mass, and then molded into a handsome teenager with smooth brown hair bright green eyes. He dressed in dark red T-Shirt, a blue jeans jacket and torn denim jeans.

"Like taking candy from a baby." Chris said

"How are the abilities?" Paxton asked

"Better than I could ever imagine. I can be whoever I want to be. And the strength. It's…exhilarating." He slowly clenched his fists in front of his face while he spoke. "How did you come up with these powers?!"

"Well as much as I'd like to take full credit, the powers are anything but original. They're the product of years of research, and many, many lab tests. I've studied Basil Karlo and Matt Hagen's biographies and chemical makeups in order to duplicate the effects onto you."

"Who and Who?"

"They went by a much easier name to remember. Clayface."

"I like the sound of that."

"Well as long you continue to uphold your end of the deal, I see no reason why you cannot become even more powerful than they were."

"Well that's easy. All I do is accept the paychecks and give Bruce Wayne a bad name. And your science and genius do the rest!"

"You're my first successful mutant."

Chris stopped for a moment

"Too bad we can't say the same for Kate Robinson." Chris said

"Her complications were expected long before we began the project. Mutating human and plant DNA is no remedial task. She just needs more time. As a matter of fact, why don't you go down to the basement and check on her, and I'll see how the old geezer is holding up."

Chris was about to leave

"Oh and one last thing." Paxton said. "I'd like you to follow me to work tomorrow. That way if I get any unexpected visits from the twin bats, we can see what your power can really do."

Chris nodded and left Paxton's sight. Paxton turned around and entered into the lonely door.

This room had the real Bruce Wayne unconscious on a bed, with wires attached to his head and chest. There was also an empty bed with loose wires next to him.

A man in a skintight orange and black suit was operating the old fashioned computers in the room.

"Spellbinder!" Paxton yelled. Spellbinder turned around to look at him, and then turned back to the computers. His mask was orange with a black spiral in the middle, and covered his entire face.

"I'm busy." Spellbinder said

"So are the rest of us. Now give me his status."

"Don't worry your little head, Powers. He won't be waking up anytime soon."

"What I meant was did you get any information out of him?"

"Unfortunately not."

"What?!"

"He has a very strong mind. I've never seen one as resistant to my tactics as his."

"I'm not paying you to make excuses, Spellbinder. I'm paying you to get me results!"

"Relax. Even Bruce Wayne isn't bulletproof. We'll find out what he knows. And anyways, a man in his old age won't be able to withstand this machine for more than another day. Not before he loses his mind, and ultimately, his life."

"Do what you have to do. And make it fast." Paxton said it before he left the room with a slam.

Spellbinder turned his chair at looked at Bruce's unconscious face.

"I wonder what he's dreaming about, anyway. What in your life can be so important that you're trying this hard to keep us out, Mr. Wayne?"

Bruce's eyes were shut tight. His head vibrated at a very fast frequency.

A myriad of images flew across Bruce's mind at rapid speed. One image showed a silhouette of him jumping over a rooftop as Batman, the next image showed him with the Justice League, the next image showed him creating his Batman suit, and the final image showed a robber setting off a gun on a dark rainy day.

-x-

_A pair of blue eyes shot open with a deep gasp of air. A 30 year old Bruce Wayne found himself sitting in an office chair looking outside the window into Gotham City. He looked around his office room with a look of confusion on his face. It looked like his office building, but something about it was strange. Something was out of place. _

_There was a knock on his door_

_Bruce grabbed his jet black hair and then rubbed his forehead with a grunt. He checked his watch. It was 3:30 in the afternoon. There was another knock on the door. His eyes focused on the door. _

"_Uh, come in!"_

_His voice sounded much younger and sharper than before. A light skinned girl with a thin frame, blue eyes, and red hair walked into the room. She was dressed in professional looking attire, and had a big smile on her face. Even though she was dressed like a serious professional, she had a certain energy to her, which was reflected in the way that she carried herself. _

"_There you are, handsome!" She said with her arms out. Bruce slowly stood to his feet. _

"_Uh, do I know you?" He asked as she wrapped her arms around him. She pulled away_

"_Very funny, Bruce. But playing the amnesia card isn't going to get you out of booking a reservation for us at the Chez Paris tonight, because I know you haven't done it yet!"_

"_Um, I'm a little lost right now."_

"_Bruce, honestly. I know that it's technically improper for the CFO of a major corporation like Wayne Enterprises to be dating, much less engaged to his secretary, but you can drop the act. Everyone knows about us already."_

_Bruce looked down at the name plate on her chest. It said "Penelope" on it. _

"_Penelope?"_

"_There you go. Penelope Owens, the soon to be Penelope Wayne. But that won't be happening if you don't drop the amnesia act, and reserve us an 8:00 table at the restaurant tonight!" _

_Bruce looked blankly at her_

"_It's called a joke, Bruce! Come on, I'm the one who's usually telling you to quit the bad jokes not me. Now get us a table before I have to come back here!"_

_She kissed him on the cheek and went towards the door to leave. She stopped right before the door and turned around. _

"_Oh, duh! I almost forgot the other reason why I came here. Your Dad's here to see you."_

_Bruce's eyes widened_

"_My Dad?"_

"_Did you 'forget' what the word Dad means also? Anyways, I know you asked to postpone your meeting with him, so I can go back and tell him…"_

"_No!" Bruce yelled. _

_Penelope raised her eyebrow_

"_I mean…yes. Send him in. Penelope." _

_She shook her head_

"…_Why did I say yes again?" She complained on her way out. Within seconds, a tall man with graying black hair and a mustache opened the door and walked into the room._

"_Hi son." _

_Bruce stood frozen for a moment. He didn't know how to react. _

"_Look, I know that you're busy so I won't be too long."_

"_Dad!" _

_Bruce ran over and hugged him. He couldn't control his tears. _

"_Uh, Bruce? Is everything alright?"_

"_You're alive…"_

"_I won't be for much longer if you don't stop squeezing me..." _

_Bruce let go_

"_Mom..." Bruce said. His voice was shaking. Bruce's Dad stood in confusion. "Is mom here? Where is she?"_

"_She's at home where we left her. Bruce, are you feeling okay? You seem a little shaken up or something."_

"_Can we go see her? The three of us. We'll get lunch, together! Right now!" _

"_Woah, Woah, Woah. Hold your horses, son. We have a corporation to run!"_

"_The corporation's not going to collapse if we leave for an hour. 30 minutes. However long is good with me."_

_Mr. Wayne looked at his watch. _

"_It's way past lunchtime. And you and Penelope are getting dinner tonight, no?"_

"_We're eating at 8. And we can tend to our responsibilities in the office later. Come on, my treat. There's so much for us to talk about!"_

"_Now I definitely know that something's wrong."_

_Mr. Wayne put his hand on Bruce's head_

"_Must be a fever." He muttered. _

"_It's nothing!" Bruce insisted. "It's just that…I feel like I've been living in a bad dream or something. But none of that matters because now…I'm here. And I'm here to stay._

-x-

Bruce's heart rate increased a little bit. Spellbinder noticed it on the monitor. He walked over to Bruce's body and looked over his face. His eyes remained shut

"How does it feel, Mr. Wayne? To know that your world isn't real? Does it depress you? Does it make you quiver in fear?"

He lightly rubbed his hand across the side of Bruce's face

" Whatever it does, it's only a matter of time before we extract what we want to know. But for now…enjoy the show."

Spellbinder got up and left Bruce laying on the bed alone and sweating.

-x-

Max was searching through a number of data files that were stored on the disc.

"Well that's it. That's all of the data in these folders."

Terry and Melanie were hoodless behind her.

"And?" Terry asked

"And I didn't find squat."

"Come on, Max. There has to be something in here that can tie us back to Powers! Are you sure that you didn't find something…anything that can help us?!"

"Pretty darn…"

"Then search again! You're probably overlooking something."

Max crossed her arms

"The only thing I've been overlooking all night is your attitude."

"What's that supposed to mean?" Terry asked

"It means that you've been in her face ever since we've been on this case, Terry." Melanie interjected.

"At least someone's on my side here." Max said.

"Look, I'm not trying to get in anyone's face, I just want to find Wayne." Terry said

"And we don't? What do you think I'm spending my whole night down here for?"

"You're the one who said that you wanted to help!" Terry exclaimed

"Not if you're gonna be bickering with me until the sun comes up."

"You guys, we're supposed to put our effort into fighting Powers." Melanie said. "Not each other. That goes for both of you."

"Melanie…" Terry started

"I mean it, Terry. You two need to make up. Now."

Terry was quiet for a moment, but spoke up later.

"I'm sorry. I shouldn't have snapped at you. And I know that there are other places to be Max, but you're here. And we appreciate that."

Max slowly nodded

"Apology accepted. I know that finding Wayne means a lot to you" she said, "But how about you guys give me some breathing room while I see what else I can find on here."

"See? Now was that so hard?" Melanie asked

"Don't make him answer that" Max said with a wink. She turned back to the computer and kept typing. Terry said as he and Melanie walked away. Once they were far enough from her, Terry spoke.

"How did you do that?"

"Do what?" Melanie asked

"When we're on the field I'm the one holding you back. But just now…I didn't know that you had it in you."

Melanie sat down on a nearby stool.

"Yeah, well…my family has a lot of strong personalities to put it lightly. Back when we were the Royal Flush Gang, I had to round them up more often than not."

"Who would have thought? At this point last year you were robbing banks as Ten, but since then, you've brought a lot of serious criminals like Watt, King, Stan and the new Ten to justice."

"I can't take credit for all of that, Terry. I wouldn't have been able to do it without you you and Bruce."

"And we wouldn't have been able to do it without you."

"Somehow, I doubt that. You've gone up against much worse enemies than that by yourself."

"You know, you are so convinced that I have it all together as Batman. But I don't. There were countless times that I needed others to bail me out."

"Yeah? Name one."

"Well there was this one time that Superman went a-wall, and I needed the rest of the Justice League to take him down."

"You've met the Justice League?"

Terry reached into his utility belt and handed Melanie a Justice League ring.

"More than that. They extended me an open invitation to join them, and offered to have me live with the rest of them in the Hall of Justice."

"But you said no?"

"Well yeah. It's a nice place and all, but I had no reason to run away from my life in Gotham City. I still had plenty work to do back here. But Superman gave me that ring, and said that if I ever changed my mind, I could signal him on that. I told him not to hold his super breath on that one."

"And you think your decision was worth it?"

"Well Gotham's not the most peaceful city in the world, but I know that it's where I belong."

_Melanie suddenly flashed back to a dark rainy day. She remembered how she was in the Ten suit, and standing on a housetop looking down unto a lonely house. _

Melanie tried to tightly close her eyes to get the image out of her head.

"Speaking of which…how's Star City?" Terry asked

Melanie didn't say anything

"Melanie?"

She opened her eyes

"Oh. It's. Good."

"I hope Kate's not giving you anymore trouble."

"No…she quit."

"And I take it that this boyfriend of yours took her opening, am I right?"

Melanie grabbed her head with both of her hands and looked at the ground

"Hey Melanie, are you alright?"

Melanie closed her eyes for another moment and then looked back up at Terry

"Terry. There's something that I need to tell you."

Terry remained silent. Right as Melanie opened her mouth to talk, Max yelled from across the room.

"You guys! I think I found something!" She said

Terry turned his head over to Max and immediately stood up

"Hold that thought, Melanie."

He walked over to Max. Melanie slowly stood up and followed.

"So what's on the disk, Max?"

"Absolutely nothing." Max started, "But that's the point."

She began typing

"The disk itself doesn't have anything useful in it, but apparently Bruce's high tech computer was able to detect the previous backup data that was stored on the disk, and that's where things began to get a little interesting."

"How interesting?" Melanie asked

"I expected this CD ROM to have backup data from Paxton's Mainframe computer, but what I didn't expect was for it to have backup data from a third party computer."

"So you're saying that someone else had this disk…"Terry said

"Precisely. After matching the IP addresses with the computer serial numbers, I found out that that the other person who loaded this CD onto their computer is none other than ex-Professor Ira Billings."

"Spellbinder…" Terry said with a squint.

"And what would a worldly billionaire like Powers have in common with an unemployed school psychologist? I don't think that it's a coincidence. And these records indicate that the CD was loaded onto his computer a matter of weeks ago." Max said

"I'm sorry, but I've never heard of this Spellbinder before…" Melanie said.

"Consider yourself lucky. He has the power to put his enemies into trances. An illusionist if you will. The last time we had a run in with him, he was hooking people to machines that trapped them in powerful fantasies. Very dangerous by anyone's standards." Max said

"Of course!" Terry exclaimed "That must have been what happened to you, Max! Spellbinder must have put you in a trance. That explains why you saw Bruce do all of those things." Terry concluded

"I don't know, Terry. I've been victim to Spellbinder before, but this time, I didn't feel like I was in a trance. It felt real."

"It always feels real." Terry said.

"Regardless, it looks like we have a lead." Melanie said. "So what files were they sharing across this disc, Max?"

"That's where I come up short. They deleted the files and did their best to leave no trace. It was a miracle that I was able to dig up what I did."

"So what do we do now?" Melanie asked

"If Spellbinder and Paxton are behind this, then we need to find out what files they were sharing. That will probably give us a lead to where the real Bruce is." Terry said

"I think you're forgetting something." Max interjected, "We don't have access to the files! Unless we get someone to literally walk into Powers Incorporated and find the files on his own computer, then we can't do anything!"

There was a pause

"It'll have to be Max." Melanie said. "I've never seen anyone sort through files the way she can."

"Woah, woah, wait a minute." Max stated. "I wasn't being serious about that!"

"But she's right." Terry said. "We need to get direct access to his computer, so that's what we'll do. If Melanie and I get you in, then do you think that you'll be able to find the files, Max?" Terry asked

"Did you seriously just ask me that? Ten bucks says I could do it blindfolded. But there's no way that Powers is going to let me just dig around on his computer." Max said

"I know. That's why we're going to have to break in." Terry said.

"I don't know about you, Terry, but I've had my fair share of helicopters today." Melanie said.

"She has a point, Ter. Paxton will be practically looking for you two. If he sees a bat for miles, it could be game over."

"So what are you proposing?" Terry asked

Max took a second to think about it. Then she spoke up

"Paxton's gonna be expecting Batman and Batgirl to show up at his company. But not Terry McGinnis and Melanie Walker."

Both Terry and Melanie looked at each other

"Guys…I think I have a plan." Max said.


	4. Heist

_A small restaurant hid behind a modest, yet somewhat elegant looking sign that said "The Italian Eatery" on it. _

_Bruce Wayne folded his menu and handed it to the waitress. _

"_I'll have what my mother is having."_

_The waitress took his menu and nodded. _

"_I'll be right back with your orders!" She turned around and walked away. _

_Both of Bruce's Parents were sitting across from him. _

"_Are you sure that this lunch isn't going to spoil your appetite for your date with Penelope tonight?" Mr. Wayne said_

"_I'll be fine." Bruce said_

"_Penelope sure is a fine girl." Mrs. Wayne said, "You're lucky to be engaged to somebody like her. She has it all. Brains, Beauty, and of course, my son Bruce."_

_She sipped out of her water glass with a smile_

"_How did we meet again?" He asked_

_Mr. Wayne giggled. _

"_There my son goes with his jokes again. You're lucky that she appreciates your sense of humor as well…"_

_Bruce wanted to explain that he was being serious, but decided not to. There was a much more important thing he wanted to talk about. _

"_Well it was awfully nice of you to treat us to an impromptu lunch, Bruce, but we fail to see what the occasion is." Mr. Wayne said. _

_Mrs. Wayne touched her husband's arm_

"_What your father means to say is that it's a little out of the ordinary for you to meet up with us like this during work, don't you think?" She said_

_Bruce put his hands on the table_

"_How are you two still alive?" Bruce asked it while planting his hands firmly on the table. _

_His mother looked at his father. _

"_Don't look at me, he's been talking like this all day." Mr. Wayne said. _

"_What do you mean, son?" Mrs. Wayne asked_

"_The night when we went out to see that play. The Mark of the Zorro. I was 8 years old. And I could have sworn that…something happened."_

_After an awkward silence, Mr. Wayne laughed. Mrs. Wayne began laughing as well. _

"_Oh, now I see what this is about!" Mr. Wayne exclaimed_

"_Bruce, that was an awfully long time ago, you don't need to feel the need to have a dinner to thank us 20 years after the fact." Mrs. Wayne said._

"_After what?!" Bruce exclaimed. His loud voice seemed to quiet the rest of the restaurant down. Both of his parents were quiet_

"_I'm sorry." Bruce said "Could you just…remind me of what happened that night?"_

"_Well…" Mrs. Wayne started as the customers continued talking, "We went to see that play with the family, but you wanted to leave early because you were scared."_

"_And then…a robber came…right?"_

_Thomas and Martha looked at him blankly_

"_A robber?" Mr. Wayne questioned. "Where did you get that idea from?"_

"_There was no robber, Bruce." Mrs. Wayne said. "We thought about taking the back alleys to get home, but on a spur of the moment decision, we decided to see another play. One that we thought that you enjoyed more."_

"_So we turned right back into the theater, and went to ask about other plays in the area. And we found one that you did enjoy much better. _

_Bruce quietly sat and pondered the whole thing. Just then, the waitress returned with a tray of sour dough bread. _

"_Here's some complementary bread to keep you waiting." The waitress said_

"_Thank you, ma'am." Mr. Wayne replied. He helped himself to one of them. _

"_So as nice of it is for you to take us out to dinner, you really didn't have to, son." Mr. Wayne said while eating the bread. _

"_Yeah. I guess I didn't…" Bruce said with a frown on his face. _

_Twenty Minutes Later, Bruce and his dad were walking back to work. _

"_Smart of you to pick a place within walking distance, son." Mr. Wayne said, "I can get used to making your mom take the car to come out here for a change. Don't tell her I said that though." _

"_So you're still the CEO of Wayne Enterprises?"_

"_Well, unless my son the CFO is attempting to usurp me of my position, then yes I am."_

"_And the company's running smoothly?"_

"_Well it's not perfect, but what company is? You've been doing a great job keeping all of the finances in order. Running the company that employs about a quarter the people in Gotham City is no small feat, and all kidding aside, when it's time for me to retire, there's no one else who I'd like to be CEO of Wayne Enterprises."_

"_Thanks. Dad."_

_They heard an alarm ring and a yelling man from far away. They both turned their heads. They saw two policemen running after a robber with a mask and a bag of money. He had just run out of a grocery store. _

"_Stop! Stop running now!" The policeman yelled. "Somebody stop that man!"_

_The robber turned a corner not too far from Bruce and his father. Bruce turned towards the chase and prepared to run, but his dad held him by the shoulder. _

"_Son, don't!"_

"_But Dad, the robber's getting away!"_

"_Just leave it to the police, Bruce. Come on, we're running late."_

"_But…"_

"_Let's go, son!" _

_His dad pushed Bruce's back and carried him along with him. Bruce looked back one final time as the policemen turned the corner also. Bruce turned to look at his dad_

"_Why did we just walk away from that? A hard working man's money just got stolen!"_

"_Petty robberies like this happen at least twice a day in this area. And those are on good days." _

_That took Bruce by surprise_

"_What?" He said with a hint of shock_

"_Newsflash, son. We live in Gotham City. We have a higher crime rate than any other metropolitan area. We even top Metropolis by a long shot. Yeah, it's sad seeing things like that happen, but if you involve yourself in these kinds of robberies, you'll put yourself in harms way all too quickly and all too frequently. I really feel for that Commissioner Gordon down at the police station. It can't be an easy job."_

"_I always figured that Gotham had crime. But I never imagined that it was this bad."_

"_That's what happens when the criminals in town outnumber the police force the way they do. Apathy. Greed. Corruption. It's everywhere. But that's why I put everything I have into Wayne Enterprises. The way I see it, the best way to fight corruption is to set an example. And sustaining an honest, moral, and growing company like our own is the first step towards leading Gotham into a brighter future. Wouldn't you agree?"_

_Bruce looked back one last time at the corner where the robber ran down. He turned his head back forward and looked at the ground. _

_-x-_

It was 10:00 AM the next morning

Powers Industries was shown.

At the front desk, a man in a business suit was writing in his planner. Suddenly, a blonde girl with blue eyes and formal attire showed up in front of him.

"Um, excuse me?"

The man looked up after the girl spoke.

"What can I do for you?"

"I have a 10:00 appointment with Paxton Powers."

The man turned to his computer

"And what's the name?"

"Melanie Walker."

"Can I see some identification?"

"Of course."

Melanie reached into her pocket and gave the man her ID card. Just then, Max walked through the front door of the building, and was carrying a big cardboard box on a moving crate. She had a tan trucker hat and a tan full body suit that said the initials "G.P.S" on them, standing for Gotham Postal Service.

"Pardon me…"

Max interrupted Melanie and the clerk at the front desk. She sounded like she was really out of breath.

"I have a package for someone on the fifth floor." She gasped the words out while wiping her brow.

"You'll have to give me a minute, ma'am." The clerk said

"Could we please just hurry this up?" Max complained, "It took me forever to find parking in this busy street, and I had to walk half a mile while lugging this thing down the sidewalk."

The clerk tried to ignore her. He continued typing on the computer.

"I mean seriously." Max continued, "How hard would it have been to just put a parking lot around the corner? Don't you agree?"

She directed her question at Melanie

"Um, I don't want to get involved in this, ma'am."

"Well you should. It's our tax dollars at work." She said while rolling her eyes.

Max leaned on the counter and began chewing on a piece of gum.

The clerk turned back to Melanie and gave her back her ID card.

"Mr. Powers can see you now. Up the elevator and to the left, Ms. Walker. You'll need this temporary pass to get into the elevator. Make sure to return it on your way out."

"Thank you." She took her card and pass, and then left.

"As for you…" The clerk started, "What name is on that package?"

"It doesn't have one! The label just said to send it here!"

"Let me see that."

The clerk looked down at the label. While he was looking down, a janitor exited a nearby girls' bathroom. The clerk looked back up at Max.

"I'm sorry, but we can't accept that here."

"What?!" Max protested

"It's our standard policy. No recipient means no acceptance. It's for security purposes. I'm afraid you're going to have to bring it back to your carrier."

"You've gotta be KIDDING me right now!"

"I'm sorry." The clerk said.

"Fine." Max said. She was about to turn around, but then turn back at the clerk.

"Would you mind if I used your bathroom? I have a long walk back."

"It's to your right."

Max left her package and went into the bathroom. When she entered the bathroom, she noticed that the only toilet was overflowing with water.

"Oh heck no…" She muttered.

Max came back outside to the clerk.

"Excuse me!"

The clerk shut his eyes with an annoyed expression on his face, and then turned back to Max.

"Yes, miss?"

"Your toilet is flooded! And I really need to go!"

"Somehow I doubt that." The clerk said with an angered tone

"You really think I'm bluffing? Take a look for yourself!"

She pointed at the door to the bathroom, and it was clear that water was beginning to leak out from under the door.

"Woah. You're right…"

"Look, I don't have all day. Can I just use one of your bathrooms upstairs?"

"Uh, I don't know if I can allow that."

"Oh PLEASE!" Max yelled while waving her finger in the air "First you make me walk half a mile just because your multimillion dollar company can't shell out enough to put a parking lot in the back, and then you tell me to walk all the way back…"

Her loud voice was carrying to the whole ground floor. The clerk was trying to motion for her to stop.

"Please…keep it down…" He pleaded

"And as if that wasn't enough, all I asked was to use the bathroom upstairs because YOUR stall is flooded, and the best you can give me is 'uh I don't think I can allow that?' You must be out of your dang mind if you think I'm just gonna sit here and take that nonsense from your compa…"

"Okay, okay! You can use it if you just be quiet! Here's a pass…"

Max smiled and snatched the pass out of his hand while chewing her gum.

"Thank you sir."

She made her way for the elevator. She tried to slide the pass through the slider. It didn't seem to work.

"Oh he did not just give me a busted elevator pass."

"Here. Perhaps I can help." She heard a male voice from behind her and turned around to look at him. He had a dark blue janitors outfit and a mop and yellow moving bucket in hand. Max read his nametag, which said 'Earl' on it. His face was hidden under his blue cap. He swiped his elevator pass and it worked. The elevator doors opened a moment later.

"Ladies first…" He said

"At least someone knows manners in this place!" She yelled it in hopes that the clerk would hear.

Max chewed her gum all the way into the elevator. The janitor followed her in and the doors closed.

There was a short awkward silence after they stood side by side. The janitor spoke.

"Gum. Nice touch."

Max smiled. She took the gum out of her mouth

"I hate mint bubble gum. I prefer using straight up mouthwash. That clerk could have used some, that's for sure." She said calmly

The janitor turned his hat backwards. It was revealed to be Terry.

"And speaking of washing, the floor of the bathroom's hopefully getting a good one right now. After I sabotaged it that is…"

"So Earl the janitor graciously gave you his suit for the day after all."

"Batman convinced him that it was for a good cause. And he got a generous compensation, courtesy of Wayne's bank account. I wonder if he'll be mad about that after we find him…"

"What doesn't he get mad about?"

They heard a ding on the elevator. Terry looked up

"We're here. You know where to go?"

"Yeah, I think so. I'll buzz you or Mel on the communicator if I need any help"

She pointed to the communicator in her ear

"Melanie's already in position. All that's left is for me to keep a lookout."

The door began to open

"Game time." Max said.

Terry and Max walked in opposite directions once they got to the top floor.

-x-

Melanie walked into a large conference room. Paxton Powers was the only one inside. He was facing the window with a file in his hand.

"Knock Knock." Melanie said

Paxton turned around

"Close the door."

Melanie complied.

"When my secretaries told me that you of all people were requesting for a one on one meeting with me, I thought that I needed to invest in a hearing aid. Normally it would take people months to book an appointment with me, but in your case, I had to make an exception."

"I appreciate that."

"Please. Have a seat, Melanie."

Melanie sat at the nearest chair

"You do mind if I call you Melanie, right? Seeing as you've outgrown your persona of Ten as of late."

"Well as my email suggested, that's what I'm here to talk about."

Paxton sat down across from her

"I'm listening." Paxton said

"I'm going to put this bluntly. My family hasn't had a history of being exactly honest in their partnership with you."

"That's not putting it bluntly, that's putting it nicely. Your father double crossed me. We had an arrangement and he didn't honor it, despite our long history as alliances."

"But I'm not my father."

"I understand that. Which is the reason why you're sitting in that chair right now."

"The reason why I'm here is very simple. I'm interested picking up where my family left off."

"I'm afraid that I'm no longer interested in stolen art the way I used to be. So I fail to understand why your services will be of any use to me."

"Well maybe not, but surely there are other places where you can use a skilled bandit like me. You saw how that amateur Ten plundered your house like it was nothing all those months back. Think about how useful the real, original Ten would be to you."

"And what's in it for you? Why would you bother being associated with me?"

"Well the money's just the beginning of the conversation. But this boring lifestyle of 9-5 white collar jobs...It's eating me alive. I'm ready to do what I do best again, and I figured… who better to put me back on my feet than you?"

-x-

Max hid behind a corner as two security guards walked by. By the time they were gone, she stood back up and walked over to metal door with a sophisticated digital lock next to the handle.

Max looked both ways and then reached into her pocket. She pulled out a rectangular black and red device that fit right on top of the lock. It has a miniature Bat symbol on the back of it .The device took a second to calibrate.

"Don't fail me now…"

The device activated and began analyzing the lock system. It inputted the numbers one by one. She heard the lock click seconds later. She pulled the door open, and took the device with her.

She looked forward and saw a big computer screen. It was presumably the mainframe computer.

There was no one else in the room. All she could see was the computer, and a tiny fly buzzing around the room.

"This is it." She said it with a smile and looked up at the security camera.

"And just to make sure that there's no peeking going on…"

She pressed another button on the device and then looked back up at the security camera. It was frozen in place. She looked back down at the device, and read the words, 'Local camera successfully set to stillframe.'She looked forward at the computer again.

"Time to get to work."

-x-

Terry put down a yellow sign just to the right of the elevator. It indicated that the floor was wet. He began moping just behind the sign, and then looked down at his watch.

-x-

Max booted up the computer and looked through a file search.

"Come on. The source files from that CD have to be here somewhere…"

She saw one suspicious folder

"This one looks like it was duplicated onto a disk at some point. Could this be it?"

She double clicked on it and read the file.

"What is all this?"

She double clicked on one more thing. Her eyes widened.

"Oh no."

-x-

"Your offer isn't falling on deaf ears…" Paxton started, "But I still can't overlook the fact that everyone else in your family has found one way or another to fool me. How does that old saying go?"

"Once burned twice shy." Melanie stated

"Exactly. And given that the media has portrayed you as being so adamant about turning from a life of crime, I don't understand why I should believe that you're an exception to the rule."

-x-

Two security guards were sitting in a control room. One of them was playing a video game on his phone and eating a jelly donut at the same time. The other guard lazily scanned through the security tapes. He scowled at one point.

"Hey…wait a minute…"

The other security guard looked up

"What is it?" He asked

"Look over here."

The guard pointed at the security tape from the room with the mainframe computer.

"Nothing's in there…the room's empty" The second guard replied

"This corner…right there…" He pointed at a black dot that was stationary at the corner of the screen and zoomed in 1000%.

"Huh…it looks like a fly or something."

"And since when do flies stay still in midair?"

He rewound the footage and noticed that the fly was moving beforehand, but then at a particular point, the fly froze.

"The timer's moving but our footage isn't…"

They both looked at each other, and then quickly got up and left the room.

-x-

"I understand your concern, Mr. Powers, but let me remind you of a key detail thing that you're overlooking." Melanie stated, "My supposed innocence is my greatest ally."

Paxton listened to her with a straight face

"You saw how confused people were when the imposter Ten started roaming the streets. They didn't see it coming. And now that they think that Ten is out of the picture for good, it can be used to your advantage."

Melanie held out her hand

"Give me one night under your employ and I'll prove my loyalty to you."

Paxton sat still for a while and tried to read Melanie's face. He slowly brought his arm up and prepared to shake her hand. Right before they did, Chris Parker opened the door to the room.

"Paxton. There's been a breach in securit…"

Melanie's eyes met his

"Melanie?!"

"CHRIS?! What are you doing here!"

Paxton looked between the two of them

"What's going on here?" He asked

-x-

The two security guards exited the elevator on the top floor. The looked right and saw the janitor's backside while he was moping the floor.

"Come on, we'll have to take the long way around…"

Terry's face shot up when he heard other voices. He didn't expect the security to make their rounds for another few minutes.

The first security guard bumped into the second unexpectedly caused him to drop his donut on the floor.

"Sorry."

"It's fine. Hey Earl, could you clean this up?"

Terry didn't want to turn around. He kept looking away from them.

"Earl, we're talking to you."

Terry was becoming anxious. The guard walked over to him.

"EARL!"

Terry closed his eyes

-x-

"This is much worse than I thought…" Max said to herself. "I've gotta send this info to the others, stat."

Max highlighted the entire folder and right clicked. She hit the "email" option.

-x-

The security guard put his hand on Terry's shoulder. Terry spun and attempted to punch the security guard, but the security guard blocked his punch and grabbed onto his wrist. He looked him in the face.

"You're not Earl."

Terry knocked the security guard a couple of times with his other arm and got him to let go.

The second security guard immediately spoke into his walkie talkie. He pressed a button on it in order to make it a public announcement.

"We have an incident on the top floor. I repeat, we have an intruder. Requesting all available security immediately. Suspect's description is…"

He didn't get the rest of his words out before Terry knocked him to the ground. Terry fled down the hall and spoke into the communicator.

"Max! You need to get out of there, now!"

-x-

"What?" Max spoke from the computer room. "But I've almost got what I needed! I'm sending the file to us, it's almost done! "

-x-

"Forget the file!" Terry said, "They've alerted security."

"It'll be done in less than a minute." Max said

"We don't have that kind of time! You have to go right now!"

-x-

"Ah, slag it. Okay, fine, you win. I'm leaving right now, and I'll met you at the rendezvous."

"Good. I'll see you soon."

Max turned off the communicator and looked at the screen.

Max looked back at the door and saw that no one was there. She looked forward at the progress bar. It was 88% complete. She made her decision.

"Sorry Terry." Max whispered, "But we've come too close to give up now."

-x—

The policeman's announcement played over all of the loudspeakers in Powers Incorporated. Including the conference room where Melanie, Paxton and Chris were in.

Melanie tried to mute Terry and Max's conversation from her microscopic earpiece. She quickly pressed on it once and muted them, but unfortunately, it still caught Paxton's eye.

"What's in your ear?" Paxton asked

"An itch…" Melanie said while raising an eyebrow

"More like a snitch." Chris said it as he pulled the communicator out of her ear and dropped it in the middle of the table for Paxton to see.

Paxton looked Melanie in the eye. He could sense the anxiety.

"You're a part of this, aren't you? A diversion to keep my attention away from the mainframe."

Melanie didn't respond, and kept a straight face.

"Who sent you? Who are you working for?" Paxton asked.

"Paxton." Chris said, "You should help them catch the intruder. I'll get her to talk. Trust me."

Paxton took a moment to decide, but soon stood up.

"Don't disappoint me, Chris."

Paxton ran out of the room. Melanie stood to her feet as Chris looked her in the face.

"I can't believe what I'm seeing!" Melanie exclaimed. She was so over ridden with questions that she didn't even know where to start.

"Neither can I. What are you doing in Gotham City?" Chris asked angrily

"I came here looking for you! Why are you taking orders from slimeballs like Paxton Powers?!"

"Because he's my new boss."

"What?!"

-x-

Terry ran jumped down certain parts of the stairwell to make it to the floor under the top floor. He ran through the door to that floor seconds before three security guards ran up the stairs to make it to the top floor. Terry hid under the door and waited for them to pass the window. Once he knew that they had left, he turned a nearby corner and ran into a small, unmarked room. He opened and closed the door in a matter of seconds.

He was now inside the broom closet.

His brown backpack was discretely hidden behind a series of mops and brooms. He unzipped the backpack and pulled out the black Batman mask. He looked directly at it.

-x-

"…How could you? You know he tried to destroy my family." Melanie asked

Chris walked closer to her and held her hand

"I know, but none of that matters. And I'm sorry for keeping it a secret for so long, babe, but I wanted to wait to tell you. For the last few months, Paxton's been paying me 10 times what we make at Wayne Tech in Star City."

"To do what?"

"To be his experiment"

"What?" She asked in disbelief. "What is he doing to you?"

"He's given me everything that I've ever wanted. Thanks to him I not only have unparalleled power, but I can be whoever I want to be."

"You're impersonating people?"

"That would be an understatement."

"But…how?" Melanie asked.

"That doesn't matter. Because you can join us, babe." He grabbed onto her other hand and moved his head in closer to her head. "Paxton can give you powers too. He can use us, Mel. Use us to change the world."

Melanie closed her eyes

"Now I see." She said. She pulled back from Chris and then opened her eyes.

"I'm not interested. In him or in anyone who works with him."

"What?" Chris asked

"I won't join you. I'm part of a better team now. And we'll see to it that Paxton Powers does not win."

"You can't mean that." Chris whispered

"I'm sorry. It's over."

Chris shut his eyes for a moment. Then he opened them, scowled and stepped back

"I'm sorry too, Mel. Because if I had to choose between you and the money, I'd choose the money. So why don't we get around to answering the question of the day. Who are you working for?"

Melanie froze for a moment, then she spun around and made a run for the door. Chris didn't move his body, but closed his eyes and smirked.

Right before Melanie could grab the door handle, a big, brown, globular arm sealed the door shut. Melanie slowly turned her head. She couldn't believe her eyes when she saw the brown mass recoil back into Chris's arm socket.

She quickly looked back at the door, and saw that brown clay had completely sealed the lock. She knew that she wouldn't be able to open the door if she tried.

"What are you?" Melanie quietly asked

"You're about to find out." Chris pointed both of his arms forward. They both turned into big masses of brown clay, and torpedoed towards Melanie. Melanie tumbled under both of the arms and found herself squatting at the corner of the conference room. She sprinted over to the middle of the table and slide on top of it. She quickly grabbed her communicator and tried to speak into it as fast as she could.

"I need help! Now! Can anyone hear m…"

A head sized chunk of hard clay smashed into Melanie's chest, forcing her to fly backwards into the wall. She dropped the communicator on the floor, and Chris stepped on it. It emitted a small electric shock right before it shattered under his foot.

-x-

The door knob to the computer room unhinged behind Max.

Max sweated anxiously as she watched the progress bar climb from 98 to 99 to 100%

"Finally. Now to cover my tracks…"

"That won't be necessary, because we're already here."

Before she knew who spoke, she felt a wet cloth press against her nose and mouth from behind. The security guard who was holding it used his other arm to lock around her neck. Max stood up and used her strength to try to knock the guard against the wall. Various wires and papers fell onto the floor. Two more security guards poured into the room and held Max's arms in place. One of the guards spoke into the walkie talkie.

"Security personnel number 34 reporting. Intruder has been detected."

It wasn't much longer before the fumes from the cloth made Max extremely dizzy and tired. She tried to fight it the best that she could, but she eventually fell over and crumpled to the floor.

The last blur she saw was Paxton Powers walk into the room, and stop right in front of her.

Max closed her eyes and passed out.

-x-

The conference table broke in half when Chris's arm turned into a big brown hammer and smashed it. Melanie barely dove out of the way.

"I've heard of difficult break ups but this is ridiculous!" Melanie muttered

She rolled out of the way of another attack. She still couldn't believe what she was seeing.

"It doesn't have to end this way, Melanie! Just tell me who you're working for!"

Melanie tried to charge at him and punch his chest, but he reshaped his body to have a giant hole where her fist was. He then expanded his fist and punched her into a chair, which broke under her.

Melanie wiped some of the blood off of her lip.

"Okay. Playtime's over."

Melanie picked up pieces of the chair and threw them both at him. He twisted his body to avoid both of the chair pieces, but didn't anticipate Melanie charging for him yet again. She punched him twice in the face, and wound up to punch him a final time. But suddenly, Chris changed his face to look exactly like King's. Melanie widened her eyes, and then hesitated. Chris knocked her aside while she was off guard.

Chris reshaped his whole body to look exactly like King's.

"You…You can change your body."

"That's right, Melanie." Chris said while walking over to her. His voice and physique matched King perfectly.

"I told you that I can impersonate people. Including the people who I know you won't fight against."

He changed his face into Queen, Jack, and Melanie's face, and then back into Chris during his speech. His arms became hard brown clay again and he held his hands against Melanie's neck.

"Now give me the information before things have to get unpleasant."

"This isn't you, Chris…" Melanie choked the words out. "Whatever Paxton's doing to you is getting in your head!"

"You're right about one thing, babe. It's not Chris anymore. From now on you can just call me…"

He distorted his whole body so that it looked like the large, iconic, globular monster.

"Clayface."

Melanie could hardly breathe. Just then, the door exploded open and Batman flew forward from the smoke. Clayface turned his head in a 180o direction to see who had just broken in.

It was his first mistake.

He didn't know what hit him before three small batbombs latched onto his face and back, and then exploded a second later. His substance erupted throughout the room and Melanie forcefully slid on the floor and hit the overturned table. Melanie grabbed her throat and took in deep breaths.

Batman landed on his feet and held another batarang in his hand. He heard the clay slide on the floor behind him, and he spun around. He saw nothing there.

"Hey tall, dark and disgusting! Show yourself!"

"Batman."

Batman instantly recognized the voice. He turned around and looked into the eyes of Bruce Wayne.

"…Bruce?"

Terry dropped his batarang

"You're…here…"

"Batman, it's a trick!"

Batman turned and looked at Melanie on the floor. "It's not him!" She warned. Batman looked back at Bruce. He cracked a smile. Then he morphed into a spitting image of Batman.

"Seeing double?" Clayface taunted. Batman tried to throw a punch at his chest, but his fist went all the way through his body. While his arm was still inside of the clay, Clayface hardened his body, which clamped down hard on Batman's arm. While Batman's arm was trapped, Clayface kneed him in the rib, and threw him over. Batman was thrown so hard that his back smashed into the wall and it cracked behind him. Melanie got up and ran over to help Batman as Clayface returned to his clay-like form. Melanie knelt down in front of him.

"Batman! Batman!"

She looked back to make sure Clayface wasn't too close. He was walking slowly towards them.

"Terry…" She whispered.

Batman opened one eye and looked up at her. He discretely handed her a bat bomb and then closed his eye again. Melanie hid it right before Clayface knocked her out of the way again.

"The boss initially wanted me to take Melanie in, but slagging the bat he was after in the first place is an added bonus."

Batman decided to act. He jumped up to his feet and tried to throw two batarangs at Clayface in midair. They simply sunk into his body. Batman grunted in frustration right before Clayface extended his arms and grabbed onto his body while he was in the air. He wrapped his clay over Batman's nose and mouth.

"You see, Powers asked me to take Mel in alive, but as for you…well…you know the rest, don't you Batman?"

Batman struggled for air. Clayface's clay began to enter into his nostrils. He knew what Clayface was going to do. He was going to harden the clay and make it impossible for him to breathe. Melanie sprinted over to Clayface while his eyes were on Batman, and slid under his legs. She planted the bat bomb under his torso and set it to explode. By the time she slid away, the explosive went off and Clayface exploded with a scream. Batman rolled hit the ground with a thud.

Melanie helped him up.

"Thanks."

"We need to get out of here. He's going to reform again."

Batman coughed and then nodded. He threw down a smoke bomb and the entire room was engulfed in gray smoke. By the time Clayface's pieces collected together again and the smoke cleared, both Melanie and Batman were gone.

Clayface turned back into Chris's body form. He looked around the room with a frown as he realized that they had gone.

In fury, he punched the wall and made a massive dent in it.

-x-

Batman landed on the ground while holding Melanie half a mile away from Powers Incorporated.

"Max…" Terry said

"Where is she? You told her to get out of there, right?" Melanie asked

Terry only responded by turning on his communicator

"Max?!"

He heard no response

"MAX!" He yelled it louder.

"Anything?" Melanie asked

"No." Batman solemnly answered and turned around.

"Max has been kidnapped."


	5. Collapse

Batman and Melanie walked into the Batcave. Batman pulled off his mask.

" I can't believe that I let her get dragged into this!" Terry exclaimed

"You can't blame yourself, Terry. She volunteered to help us. It's what she wanted."

"And look where that got her! I should have stopped her when I had the chance. I thought she said she had left the room. She would have been safe if she had just followed my instructions!"

Terry leaned on the computer's dashboard

"And now I have not one, but two people to find." Terry said quieter

"Well lucky for you, there's not one, but two of us as well." Melanie held both of her hands open. Terry reached under the table and threw her her backpack.

"Thanks." Terry said

"Just don't peek." Melanie said with a smirk

Melanie carried the bag with her behind the life sized penny. Terry turned his back to her and looked at the screen.

"I just don't know where to start."

"Did Max say anything to you before her feed got cut off?" Melanie said it while she was changing behind the coin.

"She said something about having a file that she wanted to send…"

"So chances are it was something important. Why don't you take a look at what Max was trying so hard to send us?"

"How is that going to bring us any closer to finding her?"

"We won't know until we try."

Terry sighed and attempted open up the computer.

"What's wrong with this thing?"

Melanie came out from behind the coin in her Batgirl suit.

"Let me try…"

She typed on the computer for a few seconds and the screen went to the computer's received files.

"Am I the only one who doesn't know how to work this thing?" Terry asked

"You should pay more attention...or take pride in being the only one isn't a skilled hacker."

"Wait…that!" Terry said. Melanie opened up a file.

"It's a message from Max. This must be what she was trying so hard to send us…" Terry whispered.

-x-

Paxton and two of his security guards were going down the abandoned museum's stairwell. The guards were both holding onto Max's arms from either side. Max was blindfolded, had her mouth taped shut, and her hands tied together in front of her.

Once they left the stairwell, one of the guards ripped the blindfold off of Max's eyes. Max didn't have the energy to fight against the guards, so she just followed the directions that they pushed her in.

Paxton was holding Max's communicator and a handheld control panel with three buttons on it. Paxton made his way to Spellbinder's room, and opened the door. He motioned for the security guards to remain outside with Max.

The door open and closed in a matter of seconds, but it was enough time for Max to glance into the room. And she had seen more than enough. Her eyes shot open when she saw Wayne lying unconscious on a bed with all of the wires hooked up to his head. If she could move her mouth, she would have gasped out loud.

Paxton went over to Spellbinder and handed him the communicator and the control panel.

"You know what to do." Paxton said

"That I do." Spellbinder responded. Paxton turned around and left the room. Once he was out, he eyed Max for a moment. She was trying to yell at him, but the tape over her mouth made her expressions indiscriminate.

"Take her to the basement." Paxton said after a short pause

Paxton passed by her and the guards followed him out.

-x-

"You're backing this up, right?" Terry asked

"As we speak. But I still don't see why all of this was worth getting captured over. It's just a bunch of research on Gotham's old super powered criminals."

"What's important is the two criminals who this article's about…" Batman pointed at the screen

"Poison Ivy and Clayface." Melanie said. "That last one is what Chris told me to call him after he started shapeshifting."

"These names sound familiar. Bruce told me about some of his old foes. Clayface was able to change into anyone he wanted. He could morph his body parts and solidify them at will." Terry said

"So that robber was never Bruce to begin with. It was Chris."

"That would mean that the real Bruce is still out there."

"And who's this Poison Ivy?" Melanie asked

"He never told me much about her. But from the looks of it, it seems like she had the uncanny ability manipulate plants. Every botanist's nightmare."

"Wait. Terry, look here."

She pointed at the very bottom of the screen

"Research on these two super villains was discontinued in the year 2010, long after they were defeated. But an anonymous donor single handedly funded the revival of their research in the last 8 months. You have three guesses as to who it was."

"That's two more than I need."

"So we know what's going on…"

"Not exactly. We still have no addre…" Terry said.

Suddenly, both Terry and Melanie heard a beeping sound coming from the computer.

"What's that sound?" Melanie asked

"It's an incoming call. It's coming from Max's communicator!" Terry exclaimed

He pressed a button on the computer

"Max?" Terry asked

"Hello Batman." It was a man's voice. Terry scowled once he heard it. He recognized his voice instantly.

"Spellbinder…" Terry said.

Spellbinder was sitting on the chair and resting his legs on the table.

"Surprised to hear from me, I presume. Not as surprised as my employer was when he found your friend, "Max" digging her nose into where it didn't belong."

Terry looked back at Melanie. He mouthed the words "track it" while Spellbinder was speaking. Melanie immediately got on the computer and ran some programs.

"Luckily for you, we will be teaching your little friend some manners."

"What have you done to her?"

"She's the one who decided to act like a rat. All we're going to do is…treat…her…like one."

"If you lay one hand on her…"

"You'll do what?"

Terry didn't answer. Spellbinder sat up in his chair and leaned into the communicator.

"I wouldn't worry too much about her Batman. Or Bruce Wayne. Not as much as I would worry about, say…you."

"I'm not afraid of you, Spellbinder."

"Well you sure had me fooled hiding out in that little batcave of yours."

Melanie slowly looked back at Terry. Terry had the same confused look on his face.

"Yes, Batman. I know where you are. You see, Batman, illusions are truly powerful. There are few other phenomena like it. Every last one of your senses insist on believing a lie. And you're believing one right as we speak. You believe that you're safe and sound where you are. Yet you overlook the fact that the disk that you stole from Paxton's desk was equipped with a virus that I designed myself, and was uploaded to your computer the moment that you put it in."

Melanie was frozen. The look of anxiety overtook her face.

"You're in a home right now. Under a home, to be precise. In a tiny cave. Somewhere you believe you're safe. And that's the danger, Batman. The feeling of safety is the most potent illusion. And yet the most deceiving."

Spellbinder spoke very softly, and his words had a certain rhythm to them. Terry motioned for Melanie to continue. She kept trying to track the feed.

"I must say. You have an impressive mainframe computer. It's a mystery why you had to send your guinea pig to try to hack Powers' mainframe when your own is to be envied."

"Got it..." Melanie whispered

"It controls so much. Like your suit. Your gadgets. Your explosives." Spellbinder continued.

Terry's eyes shot open. He immediately knew what Spellbinder was trying to do. He quickly began emptying all of his weapons and throwing them aside. Melanie caught on, and tried her best to do the same.

"What do you suppose would happen if the wrong hands got a hold of your mainframe? Hmm?"

Melanie could no longer control the computer. It was setting off commands that she wasn't authorizing.

"What would happen if all of your little trinkets turned on you…with the press…of a single…button."

"TAKE COVER!" Terry yelled

"It's time to put an end to your illusion once and for all. So long. Batman."

Spellbinder pressed the button that Paxton gave him.

It started with the Batman suits in the glass cases. First, the old Batman suit exploded from the utility belt outward. Then the Robin suit exploded. The old Batgirl suit, followed by the Nightwing suit exploded as well. The shattered glass from the cases shot out at a great speed, and the shards cut any and everything that they came in contact with.

All of the weapons that Terry and Melanie had dropped exploded on the ground. The blast blew Terry and Melanie backwards in different directions.

The foundation of the Batcave began to shake violently. The computer screen went on static, and then dismounted from the wall. It fell down and cracked on it's own dashboard. Parts of the Batcave's ceiling began to fall down and crumble on the ground as a result of the explosion. One giant rock fell down on the Batwing and smashed it from the top.

Melanie head smashed against the leg of an iron table, and she immediately lost consciousness. Terry smashed into a thick layer of rock, and was knocked out on the ground in a matter of seconds as well. They both laid motionless on the ground as the rocks continued to cave in.

-x-

Spellbinder turned off the communicator

"And so it ends" He said.

He crushed communicator in his hands.

-x-

Paxton's guards threw Max on the ground of a dark isolated room. One of them ripped the tape off of Max's mouth, and made sure that it hurt when he did. Her yell was followed with a series of coughs, which the guard spoke over her.

"Paxton will be with you shortly. So get ready to start talking."

They slammed the door on the way out. Max tried to free her wrists from the rope, but couldn't seem to do it.

"There has to be some way out of this!"

She stood up to her feet and tried to look around the room for something sharp, but the room was pitch black. She tried taking a few steps forward, but tripped over a crack in the pavement. She fell over, and accidently hit a dashboard that had a few buttons on it. She pressed all the buttons on the way down, and soon, a fluorescent green light shined in front of her. Her jaw dropped wide open when she opened her eyes to see what it was.

A white girl with free flowing red hair was unconscious, and suspended in a vertical tub of green liquid. There were tubes and wires that were entering and exiting her body, and a heart monitor on the side. There was a faint marking at the bottom of her glass container. It spelled out the words "Subject C - Kate Robinson – Project Ivy".

"Of all the illegal things I've seen today…this has to top the charts…"

Max continued to stare at the suspended, unconscious body.

-x-

_It was late in the evening. Bruce opened the door of his room and shut it behind him. He sat at the edge of his bed and looked in the mirror. He studied his young face, and then the room around him. He had a fairly large and well decorated room. His room had satellite television, glass tables, and expensive furniture. He noticed two fencing swords that were mounted on the wall over a brown board. He turned and looked at his closet. It closet was full of clothes for different occasions. He could make out very expensive coats for the winter weather, and saw that one of his coats had a black ski mask hanging out of the pockets. He examined his summer clothes, and saw a number of Polos and other collared shirts. _

_It wasn't just the office. It was here too. Everything looked right. Everything was in the right place. But something was wrong, and Bruce could sense it. _

_Bruce took off his suit coat and began to loosen his tie. Before he was able to completely take it off, he heard a ring at his doorbell. He got up and walked over to his main entrance while attempting to unfasten his tie._

_He opened the door with one hand. He was found himself looking into the eyes of his gorgeous, red headed, supposed fiancé. She was in an olive green dress, and had light green earrings. She grasped her purse with both hands lightly in front of her, and smiled when she saw Bruce. _

"_Penelope. You're all dressed up."_

"_What do you think of it? I know that green is kind of an awkward color, but I thought it wasn't too bright. I was thinking white, but it looked too much like a wedding dress, you know?"_

"_It looks great, but what's the occasion?"_

"_Uh, dinner tonight? You're not thinking of going dressed like that are you?"_

_Bruce's eyes and mouth opened up, and Penelope didn't have to read too much into it to know what happened. _

"_You forgot to make a reservation. Didn't you?"_

"_Penelope. I'm so sorry. Today's been a really weird day, and I guess I just let it slip my mind."_

_Penelope sighed_

"_It's alright. Who needs fancy dinners anyway? Come on. We can get take out before it closes!"_

"_Take out?"_

"_You know. At the Chinese place that we always go to near the park. In fact, the weather's great out. We can eat out in the park!" _

"_I think I'd rather stay inside and eat."_

"_Well we could have done that if someone didn't forget our reservation. So now, we do it my way."_

"_But…"_

_She grabbed his hand and pulled him out of his house_

"_Come on! It closes in half an hour!" _

_-x—_

_One hour later, Penelope dropped her chopsticks onto the bench. She had reached the bottom of her white food box, and wiped her mouth with a napkin. Bruce was sitting next to her with a distanced look on his face. He was using his own chopsticks to play around with the almost full carton of chow mein. _

"_Now that hit the spot. Don't you think, Bruce?"_

"_Oh. Yeah." His eyes were glazed over and he was picking a spot on the ground. She looked into his box_

"_You hardly ate any of yours!"_

"_You should take it. I'm not hungry."_

"_Alright. Spill it. What's up with you?"_

"_Nothing."_

"_Uh huh…" She said it sarcastically while crossing her arms. "Listen, this can go on all night. But I'm not going until you tell me what the sudden change in behavior is all about."_

_Bruce thought for a moment_

"_Penelope. What's my life like?"_

_She raised her eyebrow_

"_What is this, a pop quiz?"_

"_Please. I want to know."_

"_Well…" She said it while grabbing onto the edge of the bench behind her and stretching out her legs. "For starters, you and your family are the unofficial faces of Gotham City. Wayne Enterprises has to be one of the most successful businesses in the entire country, and all the magazines can't get enough of the Waynes. I wouldn't be surprised if someone makes a documentary about you guys someday." _

"_I guess I know all of that. But what I meant was…is there anything more to my life than just Wayne Enterprises?"_

_She seemed a little startled by the question. She couldn't read whether or not he was actually curious, or trying to make some kind of a point. _

"_Well you're engaged to a rather pretty lady if I do say so myself. But apart from us and the company, I guess you have your hobbies. Fencing, spelunking, horseback riding and golf are the big ones. You also like to travel a lot and collect artsy items. You once spent two whole weeks in Japan to collect all the different types and styles of shurikens that were used in the medieval times, and put them on display in your family room. I personally thought it was a waste of time, but you do you I guess."_

"_What about the city? Have I ever done anything to make it a better place?"_

"_Um…I think you donated to a public school charity once."_

"_That's it?"_

_Penelope snickered_

"_Bruce, this is Gotham City we're talking about. Better men than you have tried to fix it, but there's just no saving people who don't want to be saved. That's why after our honeymoon, we were talking about moving to Central City. Who knows? Maybe one day we'll meet that "Scarlet Speedster" The news keeps going on and on about."_

_Bruce slowly looked at the ground once again_

"_So did I pass the test, or are you gonna look for another fiancé who will know you better?"_

"_No, of course not. I appreciate it."_

_Penelope looked at her watch_

"_It's getting late. I better head back."_

_She leaned in and kissed Bruce before standing up. _

"_Come on. I'll drive you back." Penelope said_

"_Actually, I think I'll just walk." _

"_Are you sure? I think it's supposed to rain."_

"_Yeah, I'm sure. I just need some more air. I'll see you in the office tomorrow."_

_Penelope shrugged_

"_Suit yourself." She said. "Catch you later."_

_She walked over to her car and opened the front seat. Bruce put his hands in his pockets and walked the other way. _

_-x-_

_10 minutes had passed by, but it made no difference to Bruce. His thoughts were firing so fast and haphazardly that his perception of time was virtually nonexistent. He continued to stroll down the sidewalk _

_Everything about his life was perfect._

_His parents were alive and well, he had a beautiful fiancé, and he lived in a luxurious house with enough cars to alternate every other day of the week. So what was wrong? What wasn't adding up?_

_He felt it in his office, he felt it in his home, and he was feeling it now. It was a sense of uneasiness. A sense that something was out of place. _

_A raindrop touched the side of his neck. Seconds later, a light drizzle was over the whole city. He fastened his coat and walked a little faster. _

_He passed by a narrow alleyway where four messily dressed men were crowding around an older man. Bruce backed up and looked into the alleyway. _

"_Please. Just take my wallet and go!" The old man pleaded. The leader of the gang had a stern face, no hair, and a tank top and a large tattoo over his left arm. He looked like he could have been in his thirties or forties. He had the man's wallet in his left hand, but clearly wasn't satisfied. He held out his right hand, as if he was asking for something else. _

"_I said ALL of your things. That includes that nice phone you've got sticking out of your pocket."_

"_But I have so much information saved on there! Please, I don't want anymore trouble!" _

"_Well unfortunately for you…" The gang leader started, while snatching the phone out of the old man's pocket. Another thug pushed the old man to the ground. "You've got trouble. And if you don't want another dose of it, I suggest you keep your mouth shut."_

_The thug's three friends cracked their knuckles. _

_Thomas Wayne's words about not getting involved in 'petty crimes' began to ring through Bruce's memory. He began to contemplate whether or not he should obey them. But before he could finish a single thought, his second nature kicked in and his mouth shouted the word. _

"_HEY!" Bruce yelled. His voice carried all the way through the alleyway. The gang leader turned his head and looked. He smirked and walked over to him. _

"_Do my eyes deceive me? The famous Bruce Wayne has descended from his high throne to mingle with the scum of Gotham City."_

"_I think he's looking for a whoopin, Joe." One of the thugs addressed the leader_

"_I think you're right…" Joe responded _

"_That doesn't belong to you." Bruce firmly stated "Give it all back to him, right now."_

_One of the gang members shoved the victim aside as they all began to focus on Bruce. Joe couldn't help but laugh. _

"_And what if I say…no?"_

_Without hesitation, Bruce wound back and punched the gang leader square in the face. A bit of blood gathered on his bottom lip. _

"_That's what happens." Bruce said _

_Joe turned his head back and looked Bruce in the eye. He wiped the blood off of his lip and examined it. He shot his eyes back at Bruce_

"_Do you have any idea who you're messing with, rich boy? We own these streets!"_

"_Not anymore." Bruce said_

"_Kill him." Joe said bluntly. _

_Bruce hardly saw the gang members sprint up and throw punches at him. The old man immediately ran away from the fight. Bruce landed a punch on one of the gang members and a jumping kick on another one. The next thug put Bruce in a full nelson grab, totally locking his arms and rendering them useless. One of the gang members pulled out a knife, and tried to stab Bruce's heart, but Bruce managed to throw the man behind him over his head, and threw him into the thug with the knife. _

_Another thug punched Bruce in the face twice, drew out a knife, and attempted to stab him again. Bruce held onto the thug's wrist, and fought back against the push. Bruce punched him in the stomach with his other fist, and followed up with a hard kick in the shin. Bruce followed it up by forcing the thug's head into his knee. He knocked the thug aside. _

_But he forgot about the leader. And he had a gun._

_Joe took the pistol off of his belt and shot twice at Bruce. One bullet scraped his stomach, and he moved out in time to dodge the second one. Even though Bruce was injured, the adrenaline rush made him forget the pain. He darted over to Joe and fist fought him for a moment. For every punch Bruce had, Joe had a counter. But suddenly, Bruce grabbed chopped down hard on Joe's forearm and made him drop the gun with a yell of pain. Bruce grabbed the gun before it fell to the ground, and used all of his might to knock it against Joe's face. He saw a bit of blood spray out right before Joe crashed into the ground. Bruce threw the gun far away_

_Joe slowly looked back at Bruce. He had a fresh cut that ran from the side of his face, and traced down diagonally under his left eye. _

_The thugs had been beaten. _

"_Now get out!" Bruce demanded _

_The other thugs didn't waste any time. They all left quickly. Joe was the only one who remained_

"_You think you were a hero tonight. But you're wrong" _

"_Out. Now." Bruce said, while flashing his teeth in anger. _

_To Bruce's surprise, Joe produced a light smile. _

"_This isn't over" Joe said quietly. His mouth dropped to a frown once again. "Not yet."_

_He picked up and limped away slowly. _

_Bruce grabbed onto his stomach wound and began to leave the scene. _

_He removed his suit coat and tightly pressed it against his stomach. Luckily for him, the gunshot wound didn't seem too deep, so he was able to walk. _

_He felt a light drizzle drop onto his hair and forehead as he rehearsed the fight in his mind. It produced mixed emotions._

_On one hand, the fighting felt good. He had demonstrated those street thugs that even though he was rich and successful, he still wasn't going to let them poison his city. _

_A thought of doubt crept in his mind as the rain picked up. _

_He remembered what has father had told him. He needed to keep his distance from these sorts of crimes. The best way to deal with it was to continue what he was doing—being a CFO in Wayne Enterprises. But he had just proven him wrong. Right? He sent those criminals running. _

_Bruce continued walking for 15 minutes, rehearsing the battle in his mind. But the doubting thought returned to him in the form of a question …Why? _

_If he had just beaten down those thugs, and taught them not to mess with Gotham's innocent, then why? Why, at the end of the fight, was Joe smiling? Did he know something? Was he planning to do something that Bruce couldn't see, yet?_

_Bruce arrived at the front gates of his mansion while it was pouring rain, and decided to put the thought to rest. He did the right thing by fighting them. And in comparison to how he had been feeling all day, he coined tonight's battle as his greatest victory. _

_But what if? _

_What if what appeared to be his greatest victory was actually his greatest mistake?_

_He cleared his mind and walked into his house. _


	6. Cornered

Melanie's eyes were shut closed.

She was remembering an image of Ten on top of a rooftop in the rain. She then remembered her father, King, dropping a house phone, and addressing the Royal Flush Gang.

"_Melanie"_

"Good news, family." He started

"_Melanie_"

"We have work." King continued, "A little ways out of our preferred deck, as it were, but the handsome payment that our client is offering will suffice."

"MELANIE!"

Melanie opened her eyes and snapped out of the dream. She looked down at her Batgirl suit. Then she looked around. The Batcave was in shambles. Everything had been destroyed, giant shards from the ceiling had crashed down in the entire room. Loose wires were hanging from the walls, and were sparking every couple of seconds.

Now she remembered.

Spellbinder had hacked their computer and remotely set off all of the explosives that were in the room.

"Melanie, over here!"

Melanie turned and saw Terry sandwiched in between the ground and the life sized model penny that Bruce kept in the Batcave. Terry couldn't seem to pry it off.

"Terry!" Melanie yelled. She pushed the rubble off of her and stood up to her feet. She realized that she had a throbbing headache, but didn't let that stop her from getting to Terry.

"The coin!" Terry grunted. He struggled to get the words out. "I can't get it off…"

Melanie dug her heels in, grabbed the coin, and threw it off of him by herself. When the coin smashed into the ground, a few loose wires began to spark. Terry breathed deeply

"There! Now you're free."

Melanie let down her hand for Terry to grab. Terry didn't move.

"Grab onto my hand."

"I can't!"

"Come on, Terry. I know you're hurt but you have to get up."

"That's what I'm trying to tell you! Spellbinder didn't just use the computer to destroy the Batcave. He also used it to paralyze my suit. I can't move!"

"What? How?" Melanie said in shock

"Bruce installed it in my suit as a safety function. Spellbinder must have found a way to tap into it."

"But my suit still works…"

"That's because yours was developed from the Ten suit. Mine was hardwired with this as a safety feature."

"Well it sure isn't doing much good for us now! How can I turn it off?"

Terry grunted

"There should be a remote by the computer!"

Melanie flew over to what was left of the computer. She shoved the screen off of the dashboard and frantically rummaged around for a remote.

"It has to be here somewhere…"

Under a pile of rubble, she found a shattered, square remote.

"Uh oh…" Melanie muttered

"What is it?" Terry asked from across the room

Melanie returned to Terry with the broken remote.

"I think your remote was destroyed in the explosion.

She knelt down next to Terry

"What do you think you're doing?" He asked

"I'm going to try to disarm it myself."

"Don't!"

"Why not?

"This is a failsafe, remember? If you try to tamper with it, it might do more harm than good."

"Then what do you want me to do!" Melanie yelled while throwing her hands up.

"I don't know…" Terry said after a pause

"Then that's it…" Melanie started, while dropping the remote on the ground. "We lost."

"What are you talking about?" Terry asked

"Look around you, Terry! Wayne's gone, Max has been kidnapped, and everything in this Batcave has been destroyed! And now your suit's paralyzed, and you won't let me help you! Paxton's won."

"We can't let ourselves think like that, Melanie."

"Why not? Can't you see? Paxton wanted us to take the CD, he wanted us to go after his mainframe. For every step we've taken, he's always been 5 steps ahead! And now look what he's done to us. Just look!"

Terry saw how the Batcave was in shambles. There was rubble, smoke and loose electricity everywhere. Terry remained quiet. Melanie was trying to hold back tears.

"Terry, we just can't beat this guy."

"We have to…"

"And what happens if we fail? What happens if…"

Melanie stopped in her sentence and turned her head. It was obvious to Terry that she was beginning to cry.

"Melanie? What is it?"

She didn't respond to him for a few moments. Then she spoke lightly.

"Terry…"

He waited for her response

"I know that I've done some really rotten things in the past, but do I really deserve all of this? My whole family's in jail. Three months ago my best friend became a wanted criminal. And now my ex-boyfriend has become some sort of monster. I don't know how much more of this I can take. I don't know how much more I can afford to lose!"

She turned her head away from Terry as she began to wipe her eyes. Terry could hear her sniffing as well. Terry took in a deep breath.

"I know…that you've lost a lot, Melanie. And I know how hard this must be for you. I can't blame you for wanting to quit."

Melanie looked back at Terry. Her eyes were fully bloodshot, and there were evident traces of tears on her bottom eyelids. She saw Terry lying flat on his back and looking straight up into the ceiling.

"There were so many times when I wanted to quit. One of them was right before you woke up just now. I called your name for twenty minutes before you responded. And then I thought to myself, 'why bother? I've caused enough problems for one day. The police will get to the bottom of it sooner or later, and we can hear about it then.' But then I realized something."

Melanie looked down to the ground

"I'm not doing this for me. I'm doing it for Wayne."

"We don't even know if he's still alive…" Melanie interrupted

"But what if he is? Then that means that he's counting on me. Counting on us…to bring him back. And now, Max is counting on us too."

Melanie let her eyes wander across the ground

"Melanie, you're stronger than any other girl I know. The kind of things that you've been through have defeated so many people. But you pushed through it, and you never gave up. I know you've had your doubts in the past, but you deserve the symbol that's over your chest. Because I know that I wouldn't be wearing mine anymore if you hadn't have saved me the first time that 'Batgirl Beyond' came to Gotham City."

Melanie looked back up at Terry. Terry finally turned his head towards Melanie

"And you can save them now. Because you are a hero."

Melanie wiped the remaining tears off of her eyes

"Even if that were true...what are we going to do about you?"

"If you'll let me. I think I have one idea left. And this one just might work."

"Which is?"

"None of us know very much about my suit. But maybe we can go to the only other person who does."

Melanie stared at him with a straight face.

"But I'm going to need your help. So are you in?"

-x-

Two police cars pulled up in front of a brick house.

An older woman with short, gray hair and wire frame glasses stepped out of the passenger's seat of the police car in front. When she stood straight, her blue eyes, red lipstick, and modest appearance was more evident. It was Commissioner Barbara Gordon.

A policeman exited out of the driver's seat of the car, and two other policemen walked out of the car in the back. Commissioner Gordon shoved her hands in her pockets as she addressed all of them. She could hardly look them in the eye, since it was pitch black outside. The only source of light that she had was her house lamp a few yards away.

"Is it really necessary for all of you to follow me home, AND walk me to my door?" The Commissioner demanded

"We presume that you fully understand the circumstances, Commissioner.

"The circumstances, I understand. What I don't understand is why you think that I'm next on Bruce Wayne's hit list."

"Bruce Wayne was recently witnessed in an armed robbery, and is still at large. He's been classified as extremely dangerous, and it's not unlikely that he'll come after the only commissioner who knows him well enough to track him down. We just want to be cautious, is all."

"I appreciate the concern, but this isn't a date. I can walk myself to my own door, thank you very much."

She turned her backs towards the policemen and began walking

"Good night, officers."

Right as she stepped on her first step, she heard a sudden grunt, and then a loud thud behind her. She spun around, and saw that one of her police officers had hit the ground. The other officers pulled out their guns and began aiming at the vicinity.

"What's going on?!" Barbara yelled as she ran back to them. She pulled her pistol out of her coat pocket.

"WE DON'T KNO…"

Someone tackled the guard who was talking. Because it was so dark out, the attacker wasn't visible. Barbara opened fire, and began shooting at the silhouette.

The attacker dodged all of the bullets, and continued fighting the police guards. Everything was happening way too fast. All Barbara could see were the officers in white uniform hitting the ground, one by one. Sounds of projectiles flying were coupled with more grunts and thuds. She gripped her gun as if her life depended on it.

The last police guard fell down, unconscious. Barbara could now see the shadow of the person who had attacked her men off in the distance. She held her gun forward and shouted.

"FREEZE RIGHT THERE!"

The attacker held their hands up in the air.

"Now show yourself!"

The person slowly walked forward as the house lamp began to reveal her appearance. Barbara immediately recognized who it was. The yellow bat symbol and white eyes were the first things that she saw, before Batgirl's full appearance came into clear view. The Commissioner's eyes shot open as she saw who it was.

Batgirl took off her hood, and Melanie was staring the Commissioner in the eye.

"Please. I need your help." Melanie said.

Commissioner Gordon slowly lowered her gun.

-x-

The unconscious girl with the red hair continued to float inside of the green fluid.

Max walked closer to it. The green light reflected off of her retina, as she studied the face of the girl. She was naturally light skinned, but it appeared as if her complexion tinted a light green.

"Remarkable, isn't she, Max?" Max spun around at the sound of his voice. Paxton emerged from the shadows.

"Is it alright if I call you Max? That is what your file says about you, anyway."

He slammed a brown file folder onto a nearby table. The sound of the paper stack hitting the table echoed throughout the room. The room was very dark, but Max was able to make out her photograph that was pasted on the front of the file.

"Where did you get that?" Max said with a worried expression

Paxton slipped his hands into his pockets

"Well you're not the only one who knows how to dig up a thing or two. And I must say that notwithstanding the fact that you've been a bit of a thorn in my side the last 24 hours, you do good work. And to think that you're just a mere student at Hamilton High. You should have stuck to your textbooks, Maxine."

Max's hands were still tied behind her back, but she aggressively took a few steps towards Paxton

"Don't pretend like you give a rip about whether I'm a student or not. You didn't care when you threw that girl into a life sized test tube."

"Who, Kate? Well I hate to break it to you, but I didn't do anything to her that she didn't volunteer for."

"I don't believe you. No one would ever sign up to be a part of some underground science project.

"Believe what you want. It still won't change the facts."

"Yeah. The fact that you've been running illegal experiments down here. I saw your research, and I know what you're trying to do."

"Which is…"

"Trying to turn normal people into your own personal super freaks!

A thin smile crept across Paxton's face. He took a few steps forward.

"You fascinate me, Maxine. You have the hacking skills of a professional, but you still think like a child."

Max felt a rock solid hand clasp down on her collarbone. The fingers pressed firmly into her neck. Normally, Max's gut reaction would have been to jump or run, but she was still feeling the disorienting effects from the fumes that she inhaled not too long ago. She crumpled down to her knees with a grunt. She slowly turned her head to look at her teenage attacker. It was Chris, with a bulky, brown and rocky hand pressed hard against her neck.

"It's ready…" Chris said. His other hand revealed an opaque syringe and needle. He extended his arm over Max's head and into Paxton's open palm. Paxton grabbed the syringe and continued talking

"You see, only children can think up such small and insipid schemes. What I'm doing is much more revolutionary than that."

"Wh..What is that!" Max exclaimed. She no longer cared how she felt. She was now struggling to escape Chris's grasp. He held her in place with both of his hands. Paxton pressed down on the syringe lightly, and a bit of green liquid squirted out.

"As you can tell, my subject, Kate Robinson, isn't strictly speaking conscious. And unfortunately, I'm beginning to think that she might stay that way. It's sad, really. But not every person's body can withstand the intensive genetic manipulation that my project requires. Left to me, I would have screened more teenage girls before deciding on her. But the demanding timeline of my endeavor would not allow for it. So I had to turn to the only other method I knew. Trial and error."

Max gasped lightly. She knew where Paxton was going with this. He neared her with the syringe.

"You see, what I have here, Max, is the mutagen that I gave her. In retrospect, I probably shouldn't have administered such a concentrated dose to her during the first session. She's practically bathing in the solution now. I should have given it to her in samples. And since poor miss Robinson's body can't seem to bear the effects of the drug, it's time that I set my sights on another subject. One who happens to be sitting at my feet in this very moment."

Max looked frightened. He held up her face and inched the syringe closer to her neck.

"Oh you won't feel anything at first. And then you'll notice that your muscles are becoming numb. Almost as if they're no longer your own. It'll all be followed up with a splitting headache. Don't fret. In theory, it will make you stronger, albeit tremendously nauseous. That is, if you survive it, which, well…isn't the most common outcome, should we say? But should you survive the initial injection, then it will be about time for miss Robinson to get a tube-mate."

"Wait!" Max yelled. He stopped centimeters away from her neck

"What do you want with me?!" She demanded

"To make an example out of you. But if you'd rather not undergo the treatment, then perhaps you'd prefer to provide me with some information instead."

He looked her in the eye

"We have a mutual friend. And he resembles a particular rodent that's notorious for flying around where it doesn't belong. And recently, he's been carrying around a protégé."

Paxton's expression was stone serious.

"I trust that Spellbinder has found their location, but that doesn't give anything away as to who they actually are. So tell me. Who are they behind their masks?"

Max remained silent. She tried to move away, but Chris held her in place.

"WHO?"

"I'll never tell. Not if it kills me."

"Well luckily for you. You may get your request."

"If you stick that needle in me, I'll fight you myself!"

"No, Max…"

He shoved the needle into her neck and injected the serum, despite her scream.

"You'll fight _for_ me." Paxton concluded. He stood up and tossed the syringe on the ground. Chris shoved her down to the floor.

"Come! We'll find them ourselves." Paxton said as he briskly exited the room. Chris followed him out, and they shut the door, leaving Max alone in the dark.

She took one last look at Kate, and then slowly, her eyes fell shut.

-x-

Commissioner Gordon stepped into her house

"Are you out of your mind? I was centimeters away from putting a bullet in you!"

Melanie put her Batgirl mask back on as she followed the commissioner inside.

"I knew you wouldn't. And I didn't want to risk having your guards know that we were working together…thanks again for calling them off by the way."

"Well you owe me, big time. It took forever to get the other squad out here to take them away without any questions. But let me make one thing clear. We're NOT working together. I shouldn't even be seen with you. I only let you in because you said that you had useful information in the Wayne case."

"I do, but before we get to that…he needs your help." She pointed towards Gordan's living room. She put her gun away, and walked over to find Batman laying motionless on her sofa.

"McGinnis?"

"The one and only." Batman replied

"When did you put him here?!" Gordon directed the demanding question at Batgirl

"Before you got here. And don't bother asking where I learned to pick locks from. It would be a stupid question…" Batgirl stated

"What I'm more interested in is what in blazes you're doing in my house!"

"It's my suit." Batman started, "Paxton Powers and Spellbinder were able to hack into the Batcave and paralyze it."

"In short, he can't move…" Batgirl said.

"Well what do you want me to do, paint him?" Barbra demanded

"Actually, we were hoping you could fix the suit." Batgirl said

"…You're kidding right?" Barbara asked

"I wish we were."

"Look, I'm a police commissioner now. Do I look like a repair woman to you?"

Barbara took off her coat and hung it up at a nearby rack while Batgirl continued speaking.

"We know that the police force has its rules, but we wouldn't be here if we had any other choice."

"It's not _my_ suit. It's Bruce's."

"But he's been captured!" Batman interjected, "Which means that you're all we have."

Barbara turned around and looked at them

"And what makes you so sure that I know much less care about fixing up Bruce's latest Halloween costume."

"Because out of everyone in this room, you wore one for the longest." Batgirl said, while crossing her arms.

Barbara remained silent

"Look, if you don't want to help us, then that's fine. But don't do it by pretending not to care about Bruce."

She walked over to Batman as Barbara rubbed her eyes.

"We'll be out here before anyone asks any more questions. Thanks for your time, Commissioner."

Barbara let out a slow, deep breath.

"Wait."

Batgirl looked back. Barbra still had her thumb and index finger over her closed eyes. She soon looked up.

"You said that Bruce was captured. Do you have any evidence of that?"

Batgirl walked over to her

"He wasn't just captured. He was framed."

She produced a flash drive and held it in steadily front the Commissioner. Barbara took the flash drive and examined it.

"Follow me." Barbra said quietly. She turned around and left the room

"We'll be right back, Terry. Try to stay put." Batgirl said

"I don't find that funny." He replied

She smirked and followed Barbra into her personal study. She turned on the lamp and inserted the flash drive into her desktop computer. The information immediately popped up in front of her screen.

"Where did you get all of this?" Barbara asked

"Off of Paxton's mainframe. We found out that he was sharing this file back and forth with Spellbinder for an extended period of time. And now they've kidnapped another one of our friends."

Barbra proceeded to scan the page.

"So he's taken a particular liking to Poison Ivy and Clayface…"

"You've fought them before?"

"Let's just say that we have a history. But they were taken down years ago."

"Don't be so sure. We think he's trying to recreate them, somehow."

Barbra turned in her chair and looked up at Batgirl

"And what makes you say that?"

"My…friend. Paxton's already mutated him into another Clayface."

"And Bruce?"

"I don't know how he fits into all of this. But I think I know where they're keeping him."

"How?"

"Before the Batcave was destroyed, I traced Spellbinder and Powers' signal to its origin. It seemed to come from that Museum at the east side of town. The GCCM" Melanie said.

"But that's not possible." Barbara said, "That museum was closed down months ago. As a matter of fact, my squad is supposed to escort a demolition crew to tear it down tomorrow."

"I guess Powers never got the memo."

Barbara froze in deep thought for a moment

"We have to stop him, Commissioner. But we can't do it without you."

After a short silence, Barbara spoke

"I'll see what I can do about Batman's suit."

Batgirl smiled

"Thank you, Commissio…!"

"You didn't let me finish." She interrupted. "I'll see what I can do about Batman's suit, but you're going to have to go ahead of him."

Batgirl's face fell

"What?" She said

"I have no idea how long it will take to fix his suit. And if what you're saying is true, then you can't afford to lose anymore time. If Paxton's planning something big, then he's probably intending to do it tonight before we demolish the structure in the morning. You'll have to go there on your own, and Batman can join up later if he can."

"Batman would never agree to that…"

"It's not like he can do anything to stop you."

"Aren't you supposed to be the Police Commissioner? I thought you didn't even want us involved in this!"

"You're right. I don't. But Bruce's life is at stake. And if Clayface and Ivy are really involved…then the law won't be able to stop them. It took costumes to beat them back then, and maybe that's what it'll take now."

"Well maybe Batman's right to not want me on the field by myself. I've had my moments, but I've never done anything as large or as heroic as this before!"

"After seeing your skill, I think that you have what it takes. I have a little something for you that I think will help you out too."

"And just like that, you're trusting me to go in and save the day? I was Ten, remember? A crook. A criminal!"

Batgirl hung her head. Barbara waited for her to finish.

"My friend that I was telling you about." Batgirl continued, "He's going to be fighting with Powers. I know that the right thing to do will be to take him down to save the others. But when push comes to shove, I don't know if I'll be able to do that…Because I'm not a hero. I'm not as strong willed as they are. If you trust me to go out there on my own, chances are that I'm going to screw the whole thing up."

After a pause, Barbara spoke

"Maybe you're right."

She stood to her feet

"Maybe you're not a hero. But tonight, there are people who need you to be."

Batgirl fell silent. She looked at the ground.

"Now as for your friend…"Barbara continued, "I think I have something that just might help."

"So after all that…you're still going to trust me?"

"Given the circumstances, I don't have much of a choice."

Batgirl looked back up at her

"So what will it be?" Barbara asked.

-x-

Barbara returned to the sofa that Batman was lying in.

"Commissioner…"

Without any words, she examined the exposed wires inside the fabric of Batman's suit.

"It won't be easy…" She started, "But I think I know what to do. One second."

She got up and prepared to leave the room.

"Wait. Where did Batgirl go?"

Barbara stopped right before the hallway. She closed her eyes and smirked.

A shot was shown of Batgirl flying over the city lights and into the night sky.

"To go be a hero." Barbra said.

-x-

_At Wayne Enterprises, Penelope was seen in her professional attire a few minutes before closing time. She was filing some last minute papers away, and didn't see it coming before Bruce pulled her aside. He twirled her around until she had both of her hands in his. _

"_Woah! Honey, you startled me." Penelope said_

"_Sorry. Didn't mean to." He said with a smile_

_Penelope looked confused, and closely examined his mouth_

"_Well that's rather odd…" _

"_What?"_

"_Your mouth's doing a really weird thing…if I didn't know better I'd say it's shaping into something that resembles a smile. Haven't seen one of those in a days now!"_

"_Very funny." He said, still smiling. _

"_So what's the special occasion?"_

"_Yesterday night. It was amazing."_

_She smiled as well, "I really liked our date too, Bruce!"_

"_No, it wasn't that. It was after our date."_

_Her eyes dropped half open. "Mhm…you really know how to charm a gal, you know that, Bruce?"_

_She put her hand on his stomach, but quickly took it off. _

"_Is that a…" Penelope started. She pulled up Bruce's shirt, and saw a red stained bandage _

"_Oh my goodness." She said with her eyes wide open, "What happened?!"_

"_It's nothing. And that's what I was going to tell you. Our date was great,b ut afterwards, I ran into these criminals who were picking on an old man."_

"_You've gotta be kidding me right now…"_

"_I fought them off, Penelope. Every last one of them. And it all happened so fast, but it felt so good. Like I was actually making a difference for a change!"_

"_Bruce…we talked about this. You're making a really big difference here. And you clearly got hurt out there!"_

"_It's nothing major. And they didn't stand a chance against me."_

"_It's not about that, hun. These people are dangerous. Really dangerous. And I don't want to have to worry about you like this."_

"_You don't need to."_

"_Just promise me that you won't try stunts like that again."_

"_Penelope…"_

"_Please, Bruce?"_

_He sighed_

"_Okay. No more crime fighting for me. Promise."_

_Penelope smiled _

"_Thank you…"_

_She lightly wrapped her arms around his neck_

"_Now…I believe that we were in the middle of something. I might need you to jog my memory"_

_They both leaned into each other's faces, but right before their lips touched, Penelope's beeper went off._

"_Sorry. It looks like someone's waiting for me down at the front desk. I wonder who would want to check in at this time…"_

_She let go of him_

"_We'll finish this later. Duty calls"_

"_Yeah. Duty calls." Bruce said with a light smile._

_Bruce watched Penelope leave the room, and then walked the other way towards his office. _

_Minutes later, Penelope put on her glasses and went up to the front desk. The person who was waiting for her hand his back turned. _

"_Pardon my delay, Mr…." Penelope said_

_The man turned around. _

_The man had a familiar, wretched face, and had an ugly scar running under his eye. He pointed a gun at Penelope._

_It was Joe from the other night. _

_Penelope gasped. _

"_Don't say a word…" He said emotionlessly. _

_-x-_

_The doorbell rang at Thomas Wayne's house._

"_I wonder who that could be." He said. His wife happened to be walking past the foyer as well. _

"_Are we expecting company?" Mrs. Wayne asked_

_Mr. Wayne opened the door, and was looking into the eyes of another thug who Bruce fought the night before. He had h two of the other thugs at his side. They violently leapt into the house and grabbed Thomas and Martha. They held them in place despite their attempts to break free. _

"_No…But we are." One of the thugs said with a twisted smile on his face. _

_-x-_

_Bruce put on his coat as he walked down the hallway. He walked down the stairs to make it to the first floor. _

_Before he got out of the stairwell, he saw a swarm of employees and news reporters near the front desk. The flash from the cameras were turning on and off like strobe lights once Bruce walked down. He shielded his eyes as the news reporters ran up to him. _

"_Mr. Wayne!" "Mr. Wayne!" Too many reporters were repeating his name and shoving the microphone in his face_

"_What's going on, here?" Bruce asked. The reporters were all speaking so quickly at the same time that he couldn't make out anything. A police officer pulled him off to the side by the arm. _

"_Mr. Wayne, is it?" The African American, blue suited policeman asked. _

"_Yeah. What's this all about?"_

"_There's been a kidnapping. A secretary by the name of Penelope Owens."_

_Bruce's eyes looked empty. He looked at the policeman in unbelief._

"_What?" He asked lightly_

"_The kidnapper left behind this note."_

_He handed Bruce a torn piece of notebook paper. Bruce read the ransom note. It read, "Meet us at 10 where the fight began if you want to see her, or your precious parents again." Bruce was out of breath in shock. _

"_Now I know this is a lot to take in" The policeman started. "But we don't know what that means, or who that note was addressed to. Some of these reporters are saying that you two are engaged, which leads us to believe that the note was intended for you. Does any of this mean anything to you, Mr. Wayne?"_

_Bruce wasn't listening. All he could think about were the words on the page. But nothing struck him more, and nothing cut him deeper than the last two words at the bottom of the page. Even though he didn't know exactly why, he knew what the last two words meant. In those last two words, he knew everything about who was behind it, and how this was supposed to end. _

"_Mr. Wayne?" The police officer petitioned_

"_I've gotta go." Bruce said. He crumpled up the paper and threw it behind him. _

"_Mr. Wayne!" The officer yelled as Bruce ran out the door. _

_The crumpled piece of paper rolled on the ground, and the last two words were revealed. They were the kidnapper's infamous name_

_Joe Chill_

_-x-_

Spellbinder saw Bruce's body begin to tremble. His heart monitor revealed that his rate was increasing to an unhealthy level.

"You can't hold us out forever, Wayne." Spellbinder muttered. "Sooner or later I'm going to make you crack!"


	7. Rescue

The front door of the museum flew wide open, and slammed into the opposite wall with a loud thud. Batgirl had kicked it open. She aggressively walked up to the front counter. The redheaded worker stood to his feet.

"The museum is closed for the day! Do you have an overnight pa…."

He didn't get anything else out before Batgirl shot a level 5 batarang into his shoulder near his neck. He immediately fell over and passed out. She stepped over his unconscious body and ripped the key card off of his belt.

"I do now." Batgirl said

She slid the card down the slot on the door. It promptly opened. She threw the card on the ground and walked through.

-x—

"Mr. Powers…"

Paxton was next to the stairwell that led to the basement. One of his security men had stopped him.

"We've got trouble."

-x—

Batgirl walked down the hall and examined the exhibits while she was striding. Commissioner Gordon had said that it was shut down months ago, but even if she hadn't had told her, she would have been able to deduce that on her own. There was nothing special about this museum. Everything was either worn out or broken. The place looked like it hadn't had been maintained in years. And even though she was furious about what he was doing, she had to hand it to Paxton. If she were conducting illegal experiments, this would be the ideal place. It was the last place anyone would care to look.

She slowed down while passing the exhibit with life sized aircraft model. Perhaps that was the only art piece that stood out. It almost looked real. If all of this turned out well at the end of the day, maybe she would suggest to the commissioner that they could retrieve the aircraft model before breaking down the building. It would probably do well in a better museum. She walked inside of the exhibit room to examine it for a brief moment. After all, that was the point of a museum, right?

Seconds later, Batgirl walked out of the room and turned her head saw her destination: the door on the opposite side of the room.

After a few moments of walking, she stopped a few yards away from the door. She clenched her fists and put a light smirk on her face.

"Before you try anything stupid…" Batgirl said, "just realize that I'm not going to take it easy on any of you."

As if on cue, half a dozen armed security men ran out from the shadows with their guns pointed at Batgirl. They surrounded her in a circle, and all had their guns aimed at her chest. And the guns had the red laser dots to prove it.

"Put your hands up, now!" The guard behind her demanded.

Batgirl slowly complied

"Now on your knees!"

Batgirl dropped down to both of her knees. The guard behind her touched the gun to the back of her head. The other guards closed in on her.

"Now put your hands behind your back!"

Batgirl let out a light laugh.

"You asked." She said.

She quickly pressed her hand against the back of her belt. Suddenly all of the red dots disappeared. The guard behind her tried shooting the gun, but it didn't work. He quickly realized what had happened. Batgirl had just set off a specialized EMP-one that was designed to stop guns from firing.

Before the guard behind her could look back up, Batgirl had dug her heel into is shin. As he fell to the ground, she sprung up and kicked another guard in the face. She grabbed onto the shoulder of another guard, spun around and hit his nose with the back of her elbow.

One of the guards threw down his gun and locked his forearm onto Batgirl's neck from behind. He attempted to choke her and drag her back to the ground. Batgirl extended her suit's claws and dug them into his forarm. He yelled out in pain right before she hovered up, and tumbled him around the top of her head. Right before he hit the ground, she landed the back of her foot onto his forehead, knocking him out instantly.

When she landed she punched the stomach of another guard, and then landed a hard uppercut on him. She swung her leg around and kicked the side of his face. She shot her Batarang launcher to her side without turning her head, and shot a level 6 batarang at the guard's left chest, rendering him unconscious as well. The last guard fistfought her for a few seconds, and she eventually grabbed a hold of his arm, and spun him around until he slammed facefirst on the ground. She grabbed his arm and yanked it up over his back with one hand, and pressed down on his neck with her other hand.

"WHERE IS POWERS KEEEPING BRUCE WAYNE!" She demanded. She put more pressure on his neck. "WHERE?!"

"I can't tell you! You don't know what Paxton will do to me!"

"You should be more concerned with what I'll do to you! Now answer me!" Batgirl shouted.

"Batgirl?!"

Batgirl instantly recognized the voice. She looked up, and saw Max standing in front of the stairwell. She was trying to catch her breath. Batgirl hit the guard over the head and knocked him out. She stood up.

"Boy am I glad to see you!" Max exclaimed.

"How did you escape?"

"It wasn't easy." She said while wiping her brow, "I almost got caught."

"Where's Wayne?"

"He…didn't make it…Batgirl. I'm sorry."

Batgirl's face froze

"Paxton's men are looking for me. And you." Max said. "We need to get out of here, and fast!"

Batgirl turned around and faced the other way.

"I know, but there's just one problem." Batgirl started.

Batgirl immediately spun back around and stuck her sharpened hand into Max's chest. Electricity instantly shot out, and Max screamed out in pain.

"You're not Max."

Max's body turned into an amorphous brown glob, and then reverted into Clayface's shapeless body. He breathed out heavily as Batgirl recoiled her arm.

"How did you know?" He said, while stepping back.

"Max is no quitter."

"Well unfortunately for you." Clayface grew in size and stood up straight. He tightened his fists until they turned rock solid. "Neither am I." He said. Batgirl looked up at him angrily.

-x-

Commissioner Gordon's finger got shocked. She recoiled it off of Batman's suit and waved it around briefly.

"Well that didn't work either." She said

"You've gotta be kidding me" Batman said

"I wish. Bruce really knows how to make these things fool proof. Even from me. There is one last thing I can try, but I'm doing it as a last resort. So let me warn you…"

"It's fine. Do whatever it takes."

The commissioner walked over to her drawer and took out a pair of mini pliers.

"I still can't believe you let her go out all by herself!"

"It was her decision."

"Somehow I doubt that. I bet you and her were discussing it without me back there!"

"You'd win that bet." Barbara said while adjusting the pliers.

"Why would you talk her into that!?"

She walked over to Batman and knelt down by his suit, and looked for a particular spot.

"Because part of being Batgirl is acting on your own when the time calls for it."

"But this situation's extremely dangerous!"

She looked Batman in the eye

"You care about her, don't you?"

Batman didn't answer, but judging from his look, he didn't have to.

"Well part of caring about her…" Barbara continued "Is letting her do what she believes needs to be done."

"Which is what? March in there with no backup? Try to pull off this whole thing on her own? She always does stupid stuff like this! I don't think she understands that she doesn't anything to prove anymore!"

"Maybe not to you or Bruce. But she still has a lot to prove to herself."

Barbara looked down at the suit

"It's a phase that all Batgirls have to go through."

She cut a wire with the pliers. Terry's limbs jolted. He realized that he was in control of them again. He began to move his hands freely.

"Yeah! That's what I'm talking about."

He sat up

"Why didn't you just do that in the first place?" He asked

"Because now your suit has no abilities. I severed the circuit entirely."

He noticed that what she was saying was true. He couldn't activate his wings, boosters, or camouflage.

"You've gotta be kidding me. Not again!" He exclaimed

"You're the one who asked for me to do it. So it looks like you're going to have to go old school."

She stood up to her feet

"You coming or not?" Commissioner Gordon asked

"Where?"

"Do you really have to ask?"

Batman smiled

"How fast can you drive?"

-x—

Batgirl and Clayface stood across from each other down the hallway. Clayface began to grow in size and tower over Batgirl.

"There's no way you're getting past that door." Clayface said

"Sure there is. I'm just going to have to go through you."

"That's not going to happen."

"I don't want to have to fight you. So for the last time. Get out of my way." Batgirl demanded.

"That's tough talk for a little girl."

"I'm through talking."

"Good. So am I."

Clayface immediately ejected a stream of clay into Batgirl's entire body. It continuously extended out of his chest, and picked her up off of her feet. It turned a corner and smashed her through a glass case, and into the back wall of an exhibit room.

An extreme amount of pain shot up through Batgirl's spine. Her impact had made a miniature crater in the back wall. The clay had inched off of her, and she dropped to the ground on her hands and knees. Within the seconds that she was trying to suck the pain in, Clayface dove into the room and turned his arm into a gigantic hammer. He smashed it in Batgirl's direction, but she managed to jump over it and tumble back to her feet just in time. The shock from the impact was making Batgirl limp a little bit as she saw Clayface attempt another attack.

He shot out two projectiles that resembled spikey maces. She jumped up towards the both of them.

She used the first mace as a footstool, and leapt off of it. But her timing for the second one was off. It smashed right into her shoulder and spun her around once in midair. But she didn't let it throw off her attack. When she was eye to eye with Clayface's head, she turned the dial on her belt and activated her turbo booster. She flew at lighting fast speed towards Clayface's head and wound back her fist.

Clayface didn't bother trying to dodge it, because he knew that a punch wouldn't hurt him. But it was all too late that he realized that she wasn't trying to land an ordinary punch at him.

Her fist began emitting electricity right before it contacted the center of his face. He howled in pain, and was pushed through the wall and into the next exhibit room. Batgirl landed on her feet, and watched Clayface struggle to rub the electricity off of his face. Batgirl had deduced this from the beginning. Normal attacks didn't work on him, but electric ones were his biggest weakness. Now it was just a matter of getting him close enough to use them.

She examined her surroundings of this exhibit room. The room itself was modest in appearance. It looked like it used to be where an outer space-like exhibit was located. There was a massive, circular model of the earth that was suspended over the otherwise empty room by a wire that hung from the ceiling.

But her eyes were off of Clayface for too long. By the time she looked straight ahead, she was looking right at Clayface's hardened fist, which made a massive blow onto her chest. She flew backwards, but managed to backflip in mid air and land on her feet. She ran towards Clayface, and tried to hit him with an electric fist again. But every time she was about to hit him, he would dissipate into five different pieces, and land on another side of her. She attempted to punch him two more times before she finally caught on. Clayface already knew what she was doing, and wasn't going to let it happen again. That meant that it was time for another plan.

Clayface appeared in front of her, and tried to extend his arm towards her. She jumped over the attack, but this time, landed on Clayface's shoulder. She immediately flew up, landed on the model of the globe, and then looked down. She saw Clayface's arm fall off-just as she expected. The flame that emerged out of her shoes when she flew up cut right through his shoulder.

Clayface spun around extended his other arm into the globe model. Batgirl moved out of the way, and the punch smashed into the globe. The globe began to rock like a pendulum, and Batgirl shifted her weight to make it rotate over the room. She then adjusted the power on her Batarang launcher to level 8 while Clayface retrieved the fallen arm back into his body.

While the globe was rotating, Batgirl shot several Batarangs towards Clayface. He dodged most of them, and the ones that hit only sunk into his body. Clayface smashed into the ground, and began squirming closer to where Batgirl was hanging over. He stood upright when he was at the center of the rotating globe. He held both of his fists up and shot projectiles towards Batgirl.

Batgirl waited a few seconds for the right moment to come. Once she was ready, she cut the wire, and then jumped off of the globe. The globe smashed down into Clayface's head, and forced him to recoil back into the ground. He turned into a liquid and seeped down into the floor cracks.

By the time Batgirl landed on the ground, she couldn't see where Clayface had gone. She looked around for a few seconds, and didn't hear anything. As suspicious as she was, she decided that now was as good of a time as any to go for the door.

She ran out of the exhibit, and turned towards then direction of the door that led to the stairwell. But before she even got halfway, she heard the floor erupt behind her. Spurts of clay were emerging out of the ground, and were following her all the way to the door. When she was close enough to the door, she attempted to leap for it, but a clay hand grabbed her ankle before she could. She found herself facedown on the ground, and then was thrown up to the ceiling.

Clayface resumed his globular form, and grew tall enough to pin Batgirl to the ceiling by the neck. He used his different appendages to hold her two arms and two legs to the ceiling as well. Batgirl's hands were clenched into fists, which couldn't seem to escape.

Clayface had pinned her down, and Batgirl couldn't do anything to fight back.

Clayface's head extended up and looked Batgirl in the eye.

"How does it feel, Batgirl? To be so defenseless?"

Clayface formed a large, sharp knife that he held inches below Batgirl's chest.

"Any last words before I end you for good?"

"Yeah…" Batgirl choked. "Freeze."

Batgirl opened up her hand to reveal a small device that resembled a pill. It dropped right onto Clayface's exposed face, and reacted upon impact. It froze his face, neck, appendages, and body in a matter of seconds.

He was completely frozen.

She broke out of his static grasp easily, and flipped before she landed on the ground. She examined him from head to toe. As ironic as it was given their location, he looked like a statue on display.

"Courtesy of Commissioner Gordon…Rest easy, Chris." She muttered. She turned around and ran for the door.

-x-

Batman and Commissioner Gordon walked in through the front door of the museum. They noticed that it was kicked down, and that the redheaded worker was unconscious on the ground.

"I wonder of Batgirl's been here yet." Batman said sarcastically.

Barbara knelt down by the employee and pulled the Batarang out of his shoulder. She hit him across the face to wake him up. Right as he opened his eyes, he gasped. Barbara held her hand over his mouth with one hand and flashed her badge with the other.

"Where are they holding him?" She demanded.

-x—

Batgirl forcefully opened the door of the dark room in the basement. She froze when she saw Kate floating in the glass tube. She soon looked down and saw Max lying on the ground with her hands tied.

"Max!"

She got down on her knee and cut the rope around her wrists. Max slowly opened her eyes.

"Batgirl…" Max whispered,

"How are you feeling?" She asked

"Dizzy." She grunted. "You shouldn't have come back for me."

"It's alright, Max. I'm gonna get you out."

"No. I mean he's…"

"Right behind you…"

Paxton's voice was matched with the touch of a pistol to the back of Batgirl's head. But he wasn't holding it for very long before Batgirl elbowed him in the sternum and punched his face. He dropped the gun as she grabbed his collar from behind and threw him into Kate's glass tube. He slid down to the ground, and found himself lying on his side. Max's eyes shot open.

"Girl can fight!" She exclaimed

Batgirl held her Batarang launcher at Paxton. She looked down at it for a moment.

"Well what do you know? I only have one Batarang left." Batgirl said. "Better make it count."

She aimed it at Paxton's thorat and turned up the power to 10. He quickly realized what she was doing.

"You would never…"

"Maybe not if Batman were around. He has all of these hang-ups about principles and morality. But I don't."

She prepared to eject it.

"Batgirl…take it easy" Max said

"Not until he tells me exactly what's going on. Is Bruce Wayne alive?

"I…"

"IS HE ALIVE? And don't you dare lie to me! It'll be your last."

Paxton began to laugh.

"Of course he's alive. But he won't be for much longer once Spellbinder's gets all of the information out of him."

"Information about what?"

"Well, any and all things that pertain to the areas where his company is most vulnerable. So that I can proceed with my takeover."

"So that's what all of this is about. You reclaiming Wayne Enterprises as your own?"

"Of course not. What kind of a ridiculous plan would that be?"

"Then why are you doing this?"

Paxton smirked. He slowly turned his head up.

"You see this specimen behind me? She's a human, who's currently being genetically modified to interact with plant DNA. I've already started calling her Ivy 2.0. And I take it that you've met Clayface. Remarkable pieces of work, if I do say so myself. The malleability of teenage DNA has provided me with optimal results. I've effectively replicated some of Gotham City's most intriguing and revolutionary mutants. The implications that these sorts of projects can have for modern medicine and biotechnology are boundless. If only my father were alive to see how I did come to leave my mark on society."

"You're experimenting on defenseless teenagers, you monster!"

"But unfortunately, Ivy and Clayface are the only two mutants that I've been able to make any real progress with, given the limited resources that Powers Incorporated possesses." Paxton continued, completely disregarding Batgirl's interjection. "So I had to expand my horizons. Or should I say, reclaim my old man's property as my own. After I perform my rather hostile takeover Wayne Enterprises, 100% of their R + D Division will be devoted to developing copies of my mutagen. Clayface and Ivy will just be the beginning. Imagine what could happen if the all but forgotten specimen like Manbat, Killer Croc, and Scarecrow, returned to Gotham City. Not by some accident or unforeseen radiation, but by my experiments alone. Soon a new wave of super-villains will return to Gotham City, and will be paying me to supply them with a continuing source of mutagen. Who knows? Perhaps the cops will start paying me for the mutagen as well, just to be able to face these monsters toe to toe. Do you understand where I'm going with this, Batgirl? I'll be on top of Gotham City. I'll become greater than my father, or Bruce Wayne ever was. Once the outbreaks commence, only I will hold the mutagen and the antidote. I'll be the only supplier, and hence, the richest and most powerful man in the city."

"Your sick, Powers!" Max said

Paxton looked at his watch

"Not as sick as a certain group of people will be in less than an hour."

Batgirl looked confused

"What are you talking about?" She asked

"Well, I'm talking, of course, about the second phase."

"Which is?" Batgirl demanded. For a moment, she wondered why Paxton had bothered to bring it up. But she was more than capable of answering her own question. She may have been threatening Powers right now, but he was eating it up. He liked to boast, and saw this as the perfect opportunity to do so.

"Well, it's rather complicated. But I suppose that you're smart enough to follow. There are two pieces you need to know to fully understand the second phase. The first piece is this. As you may well remember, a number of years ago my father exiled me to Verdeza because he thought that I wasn't apt to run Wayne-Powers here. I had a surge of financial success, but before I left that awful place, I ran into a few…issues with the people there. They claimed that the company's waste infected their crops and livestock. Some went so far as to call me an eco-terrorist. Regardless of the fact that I saw no truth to these lies, they made life extremely difficult for me when I tried to return to Gotham City. When the people weren't protesting against me for my "environmental carelessness" in person, my false reputation would precede me wherever I went. They made my life a living nightmare."

"The second piece relates to Power's Incorporated's incompetence to produce good mutagen efficiently." Paxton continued, "Even though you saw how well I did in creating Clayface, his mutagen alone didn't come without it's costs. Gallons and Gallons of mutagen were not quite right. Without getting into the complex science of it all, they would essentially cause mutations outside of what I was looking for. And all of them would have proven to be either extremely painful or fatal. I poured 3 drops on a mouse once, and it died within seconds. This makes it an extremely challenging substance to dispose of. And those, Batgirl, are the two pieces. That is, if you can work out the rest."

"What's he talking about, Batgirl?" Max asked

Batgirl had already worked it out before Paxton had even finished. Maybe it was because she used to be a villain as well, and knew how they thought. But even so, she didn't want to believe it. She knew Paxton was evil, but she never thought that he could be this ruthless. She muttered the words out of her mouth.

"You're going to dump the bad mutagen on the people. To get back at them for destroying your reputation. To show them just how big of an eco-terrorist you can be."

Paxton's smile gave her correct answer away. Batgirl looked disgusted.

"You're talking about genocide…" She said

"I'M TALKING ABOUT RETRIBUTION!"

It was the first time Batgirl had heard Paxton shout that loudly. He normally seemed extremely composed.

"THEY DESERVE TO DIE! THE WAY MY FATHER DIED!"

He closed his eyes until he regained his composure. "As a freak." He finished.

Batgirl rested her finger on the trigger.

"You know that I won't let you do that, Paxton."

"I know." Paxton said, "Which is why I'm afraid I'll have to dispose of you."

Paxton reached his arm over and pressed a button on Kate's tube. The green liquid that was inside of it drained at the bottom. The drainage of liquid revealed that Kate's skin was tinted green

"Throughout the week this particular mutant has been giving me trouble. But as of a few minutes ago…her condition has stabilized enough for combat. Isn't that right, Ivy?"

He pressed another button that turned on the lights of her tube. Kate's eyes began to twitch, and then shot open. Her green eyes pierced Batgirls from across the glass. Batgirl lowered her Batarang in dread.

"I'll leave you girls to play nicely."

Paxton ran out of the way, right as "Ivy" held her hand out towards Batgirl. Batgirl spoke as Paxton exited the room behind her.

"Max. I need you to get out of here. It's going to get messy."

"Are you kidding? I'm not gonna leave you by yourself!"

"Go look for Wayne. He could use your help."

"But…"

"Do it, Max!"

Max turned around.

"Once I find him I'll be back to help you! Promise!" She exclaimed right before she ran out.

Batgirl looked straight at Ivy.

"Kate. This isn't you. You have to fight it."

Ivy put her left hand forward as well

"Don't do this, Kate!"

Two enormous vines emerged out of the bottom of her tube and broke through her glass container. They sprung straight into Batgirl, and both of them hit her despite her attempt to dodge them. They knocked her into a nearby table, which fell over her. Ivy rode a big vine over to Batgirl, and towered it over her. Batgirl slowly looked up. Ivy held out her hand and sent four thorny vines straight into Batgirl's line of sight.

-x-

Max ran down the hall and then up the stairwell. As she was running up the stairs, she tried her best to visualize exactly which room she remembered seeing Wayne lying in. She stepped over a knocked out security guard on the way up, which she presumed was Batgirl's work.

Max made it to the middle floor and opened the door. Once she was able to see the hallway in front of her, she immediately remembered which room it was. She ran for the door and mentally prayed that it would be open. She turned the knob and found herself inside of the room. She was able to see Wayne lying on the bed. She ran over to his bed and looked at the monitors next to it.

But there was one detail that Max had forgotten about. Spellbinder.

"Hello again, Miss Gibson." She spun around and looked Spellbinder in the mask. He had stood up from his chair and was slowly walking over to her.

"It's been quite some time since we've crossed paths. The last thing I remember, you put a surge of electricity through my back."

"Right after you tried to fry my mind in that machine of yours!"

"I merely gave you what you paid for."

"Well I have a hard time believing that Bruce Wayne paid to be here! So let him go!"

"I'm afraid that's not going to happen"

"Then I'll unplug him myself!"

"Be my guest. If you do that, the drastic change in wave function will kill him in his current vulnerable state."

Spellbinder grabbed Max's jaw

"As for you…there's no reason why you shouldn't end up likewise."

Just then, a hard blow came across Spellbinder's head from behind, and he fell down unconscious. Batman and the Commissioner were standing behind him.

"Dream on, Spelly." Batman said, while holding a crowbar. He threw it down.

"Batman!" Max exclaimed while giving him a hug.

"What did they do to him?" Barbara asked, while looking at Bruce's body.

"What Spellbinder does best." Max said, while letting go of Batman. "He put him in some sort of an illusion."

Batman walked over to Bruce's bed.

"Wayne! Wayne, get up!" Batman pleaded

"It's going to take a lot more than that to get him out, kid." Barbara said, "We have to shut off these computers."

"No." Max said, "Spellbinder said that if we unplug him, it could do him in for good." Max said

"He might have been lying!" Batman exclaimed

"I know that better than anyone, but it's still a chance that I don't think we should take." Max said.

"So what do you want us to do? Just leave him here?" Batman asked

Max had to think for a minute. Then she looked over at where Bruce was. She suddenly had an idea.

"There are two beds. Two machines." She said.

She walked back to the computers and took a look. She typed a few things in.

"They're both connected to each other…"Max said

"I'm not liking the sound of this…" Batman said

"What are you proposing?" Barbara sked

"Maybe we can't force Wayne out of his illusion. But maybe one of us can convince him to come out. From the inside." Max reasoned.

"That's ridiculous." The Commisioner said. "What if neither come out!"

"Not an option. Which is why it has to be someone who we're sure can get through to him."

The Commissioner and Batman fell silent, and let the idea sink in. Could it really work?

"This could be our only shot." Max said

"You might be right." Barbara said. "But it has to be Batman."

"What? Why me!" Batman exclaimed.

"Because you know him better than anyone, Ter." Max said

"That's not true! He's known the Commissioner for way longer!"

"But at this point in time, he trusts you a lot more than he does me." Barbara started while crossing her arms, "You're the closest thing to family that he has left. If anyone's going to convince him to come out, it'll be you."

Batman looked down for a moment.

"Well?" Max asked

Batman shot his head back up after a few moments of thought.

"Let's do it."


	8. Crossfire

Moments later, Batman was lying on the other bed right next to Bruce. The Commissioner was attaching wires to his head and body.

"You're going to start off in your own illusion." Barbara explained, "You first have to master your own before you can proceed to Bruce's. A portal will take you in between the two of them. You can't miss it."

"And how exactly do I get out once I have Bruce with me?"

The Commisioner left, and Max took her place by Batman. She adjusted the final wires.

"One last portal will open up in Bruce's illusion. That one will bring you back." Max continued, "But Bruce's body can't hold up much longer, which means that there will be a really short window of time. You'll both need to get out before the window closes. And Terry."

She lightly touched his forearm

"Please be careful."

"I've gone up against Spellbinder before."

"Not the way I have." Max defended, "His illusions are powerful. He'll hit you so hard that if you're not careful, you'll lose track of reality."

"I'll be fine, Max."

"Just promise me you'll come back."

Batman said nothing. He looked forward towards the Commissioner.

"It's ready when you are." She said.

"Go back and help Batgirl." Batman said to Max. "The Commissioner can take it from here."

"Starting in 5, 4…" Barbara said.

Batman closed his eyes

"3, 2, 1"

-x-

_Terry sat up on his bed while covered in his warm, white blanket. _

_He rubbed his eyes and sluggishly stood to his feet. He dragged himself to the mirror, and stared his face. He was wearing a white shirt and gray pajama pants. He kept looking at the mirror, and tried to see if there was anything different about him. But everything seemed the same. _

_Suddenly, he heard hammering going on downstairs. He turned towards the door, and continued hearing it. His eyes shot open when he realized what it meant. _

_Minutes later, Terry, dressed in his black shirt, brown coat and blue pants ran down the stairs. He immediately turned around once he was at the bottom and ran into the family room. He stopped at the sight, and forced himself to take it in. _

_He saw the back of a tall man with reddish brown hair. He wore a brown sport coat, and black pants. He was standing on a chair, and hammering the nails down in a tall shelf. Terry forced himself to say the word._

"…_Dad?"_

_The man turned around. He had thick, wireframe glasses and a dark brown mustache. He let out a light smile when he saw Terry. _

"_Terry! Thank goodness you're here. I need a hand with this shelf. Grab a hammer, will you?"_

_Warren McGinnis continued hammering the nails and Terry remained frozen. _

"…_Are you real?" Terry asked_

_Warren stopped hammering, and then looked back again. He decided to put the hammer down, stepped off of the chair and then stood face to face with Terry. _

"_I'm as real to you as you decide to make me, son."_

"…_You…don't know…how much we've missed you. How much I've missed you."_

_Terry immediately hugged his dad. Mr. McGinnis slowly hugged him back. Tears began to form in Terry's eyes. _

"_Oh Dad. I'm sorry. I'm so sorry."_

"_What are you apologizing for? You've done nothing wrong, son."_

_Terry let go and tried to wipe his face_

"_I disrespected you so many times. I lied…I stole. And through it all, I never once told you that I…"_

_Mr. Mcginnis put his hand on Terry's shoulder_

"_I already know that you do. I always knew."_

_He put his hand down_

"_You may have dishonored me in person, but since then, you've honored my memory in so many ways. And that's all I could have ever asked for."_

"_How? As Batman?"_

_Mr. Mcginnis grabbed a nearby rag and wiped the sawdust off of his hands. He walked past Terry, and Terry followed. _

"_Batman's just a symbol, son. But what's really important is what's in the heart that's hiding behind that symbol." He stopped and looked Terry in the eye again. "And I know that I am."_

"_Yeah. Along with bitterness and fury. I've taken my anger out on people."_

"_For the good of the city…"_

"_That's what I keep telling myself. But I know better than anyone that it's not the truth."_

_Mr. Mcginnis looked sympathetically at him. _

"_Sure I've locked up a few bad guys. Foiled a few dozen robberies. But for what? None of that changes the most improtant fact."_

"_Which is?"_

"_That it doesn't matter who I'm fighting or who I'm saving, because I wasn't able to save the only one who really mattered to me! And that's you."_

_Terry walked past his dad and brushed his shoulder. Mr. McGinnis turned around and saw Terry leaning on a windowsill. _

"_I've fought so hard, wishing that each punch would bring you back. But they never did. Sure. Batman's a symbol. A symbol that I'm not qualified to carry." _

_Mr. Mcginnis walked up next to him_

"_Nobody's perfect, son. We've all made mistakes..."_

_Terry turned his head and looked angrily at his dad  
_

"_Except mine cost you your life!"_

_Mr. Mcginnis remained silent. Terry looked back down. The silence settled for a few moments. _

"_It wasn't just you, Terry." Mr. Mcginnis said "I've made my fair share of mistakes too."_

"_Yeah, like what?" Terry challenged_

"_Like getting all caught up in my research. Leaving your mother."_

_Terry looked back up at him_

"_Not spending enough time with you until it was too late. It was my fault too Terry. I wasn't there for you, your brother or Mom. And not a day goes by when I don't wish that I could get a second chance. To live a second life…"_

_Terry looked away. Mr. Mcginnis put his hands on Terry's shoulders. _

"_But you have that chance now, Terry. You've changed the lives of so many people. And I couldn't be more proud of you."_

_A loud, gray portal opened behind both of them. They both turned around and faced it, as the wind blew through their hair and clothes. _

"_No…Not already…" Terry thought out loud. "I need more time!"_

_Mr. Mcginnis was largely unphased by the portal._

"_What's important isn't the fact that we've had failures, Terry!" Mr. Mcginnis shouted over the wind of the portal as Terry turned his head over to him, " It's what we choose to do in the face of those failures. And you made your choice to fight for people who are too weak to fight for themselves. That's what my tireless hours in the lab and my drops of sweat were all about. Protecting people! Fighting for people!"_

_Terry squinted his eyes and shouted over the portal as well_

"_I just wish I could have fought for you!"_

"…_You are, son. And you have to trust that. Nobody's going to be able to convince you of that except yourself. You really want to honor my memory? Then stop blaming yourself for what happened and fight!"_

_Terry looked over at the portal. He then looked back at his dad_

"_Fight, Terry! Fight for me!"_

_Terry looked between the portal and his father_

"_And when the time comes…" Mr. Mcginnis started "Fight for her too!"_

_Terry looked confused_

"_Who?!" _

"_Goodbye, son!"_

_Terry felt himself being sucked backwards into the portal. _

"_Wait! NO! Dad!"_

_Terry was pulled farther and farther from him._

"_DAD!" Terry's voice echoed as he was sucked into the portal. He tightly shut his eyes. _

_-x—_

_By the time Terry opened his eyes, he was being washed up by the water in a metal harbor. _

_He was revealed to be in the Batman suit. _

_He coughed up the water and stood to his feet, soaking wet. He marched up the incline that was in front of him. _

_He soon found himself staring down an empty road. _

"_Where do I start?" He thought out loud_

_It was just then that he was covered by a bright headlight. He looked in its direction, and saw a man in a black helmet speeding on a motorcycle. He jumped out of the way before he got run over. If he had even been a second too late, the motorist would have driven right into him. _

_Batman stood back up _

"_Hey! Watch where you're going!"_

_He quickly glanced down at the license plate before the motorcycle disappeared, and he immediately realized that this was who he came for. The license plate spelled "WAYNE3" on the back. _

"_Bruce?"_

_The motorcycle had left_

"_BRUCE!" _

_Batman opened his wings up. He looked startled for a second. _

"_That's right…this is a dream." He looked forward_

"_Now time to put an end to it!" _

_He picked up and flew down the road. _

_-x- _

_Bruce rocketed down the street on his motorcycle. The buildings that he passed seemed like blurs next to him. _

_With every minute that rolled by, his heartbeat got faster. Would he make it in time? Was it already too late? He could feel his fear turn to burning anger as he zoomed past the park and closed in at the alleyway. His motorcycle came to a screeching halt once he was there. This was the place where he took down Joe and his posse the day before. He got off of his motorbike and threw off his helmet. Before his eyes, he could see the bald man walk out of the shadows. He had a crooked smile on his face. _

"_I'm glad you were able to make it, rich boy."_

_Bruce stomped up to him and grabbed Joe's collar. _

"_WHERE ARE THEY!" He demanded_

_Joe paused for a second before he snapped once. The three other thugs emerged from the shadow and a gagged Martha and Thomas Wayne, gagged up, to the ground. Bruce let go of Joe and tried to run over to his parents. But one of the thugs punched him in the gut and then kicked him backwards. He recoiled into his parked motorbike, and held onto it for support. _

"_I think you're a little mistaken, Mr. Wayne. You're not gettin' them back that easily." Joe taunted. "Not until I take everything that you have."_

_Bruce suddenly remembered. Somebody was missing._

"_Penelope. Where is she?!"He yelled_

"_Oh the girl?" Joe tugged on a ring that was around his little finger. "Well sad to say, she got a little too chatty with me. She went on and on about how I would never get away with it. So I disposed of her."_

_Bruce's heart skipped a beat. His eyes and mouth were frozen open. Joe pulled a gun out of his coat pocket and examined it while he spoke. _

"_You see, rich boy? This is what happens when you try to be the hero. This isn't your fairy tale, Wayne. In real life, heroes get burned." _

"_You monster…" Bruce whispered, "I'm going to rip you in two!" He screamed_

_Bruce began running over to him, but was blocked by a metal, bat shaped weapon that hit the ground in front of him. Bruce stopped in his tracks right before Batman flew down in between Bruce and Joe. He looked straight at Bruce._

"_Bruce! I need you to listen to me! None of this is real."_

"_Who the heck are you?"_

"_Come on, Bruce. Try to remember! You know me."_

"_Hey, Halloween was 6 months ago, pal!" Joe yelled from behind Batman "Move it!"_

_Batman completely ignored him. He focused on Bruce._

"_Just think, Bruce. Think!"_

"_I have no idea who you are. Now get away from me. I need to save my family!"_

_Bruce tried to run past Batman, but Batman stopped him with one arm._

"_I'm trying to help you, Wayne! But you need to snap out of it. This is just an illusion!"_

"_You're lying!"_

"_No I'm not!"_

"_I bet you're working with them."_

"_I'm telling you, I'm not!"_

"_I'm not going to ask you again. STAY OUT OF MY WAY!"_

_Batman pushed Bruce backwards into his motorbike again_

"_This isn't you, Wayne. If you kill him, there's no going back. For good. And I'm not going to let you do that."_

_Bruce secretly grabbed his helmet from behind his motorbike._

"_You're in Spellbinder's illusion. And if you give in to this, it could be the end." _

"_Yeah. For you." Bruce said. _

_He quickly brought out his helmet and smashed it hard against Batman's head. Batman recoiled backwards right before Bruce landed a few punches on him. Batman was knocked back again. He found himself staring eye to eye with Bruce. _

"_I've given you a fair warning. Get away from me, or I will take you down." Bruce said while breathing out heavily_

"_Sorry old man." Batman said, "But this is going to hurt a lot!" Batman flew into Wayne and tackled him to the ground. _

_-x-_

Each vine crashed into another table or counter as Batgirl backflipped out of the way.

Batgirl found herself backed up into a wall. She reached down to her belt, grabbed onto a few smoke bombs and threw them forward, effectively creating a smokescreen. She pushed off of the wall and flew fist first towards Ivy.

But it was no use

Jagged branches broke through the back wall that Batgirl jumped off of and swiftly caught up to her before she flew into Ivy. They grabbed her by the wrists when she was a few feet away from Ivy's face. She tried her best to fly through them, but they were too strong.

"What a joke. I was expecting a challenge." Ivy said. She briskly waved her hand in front of her face, and the branches violently threw Batgirl back into the wall. Before she could move, a vine wrapped around her waist and drove her up into the ceiling twice. Before it could happen again, Batgirl used the side of her glove to cut the vine, and used her turbo boost to dive down towards Ivy again. This time, she managed to kick her in the face, and made her topple off of her big vine.

She landed with her knees at either side of Ivy's shoulders, and punched down hard on her face. But that was as far as she got before a wire like branch descended from the ceiling and wrapped around her wrist. A wooden, razor sharp thorn broke through from the ground, and cut from the midpoint of her thigh upwards. Right before Batgirl finished screaming, the thorn cut through her utility belt, producing an electric shock. The branch around Batgirl's wrist lifted her up, twirled her around, and threw her into the dashboard with the computers.

Batgirl was in extreme pain. Her thigh was leaking out blood, but there was a bigge problem on her hands. She looked up at her eye sensors, and immediately noticed that something was wrong. There were warning signs that flashed across them.

She eventually made out what they were saying.

"POWER SOURCE DRAINED—RESERVE POWER AT 13%"

Now she understood. Back when she and Bruce first created the Batgirl suit, Bruce explained that the power chip in the Batman suit's wrist had gone dead, which is why it lost its function all those months ago. He told her that he was going to put her power chip in a more secure location—but didn't specify where.

But she had just found out. Her power chip was embedded in her utility belt. And Ivy just broke it.

By the time Batgirl got her sensors to clear, all she could see was a thick branch heading down towards her face. She managed to roll out of the way and fall on the ground. The branch crashed into the dashboard, which emitted a visible jolt of electricity. Batgirl breathed heavily as she stood to her feet once again, despite the pain in her thigh and her light-headedness. She realized that her suit's powers were draining with every moment, meaning that she was going to have to take down Ivy as fast as she could.

Ivy let a tree stump grow under her feet and she rose higher and higher.

Batgirl leapt forward. Ivy used the vines to throw chunks of rock and debris at her. Batgirl jumped over the first stone. She twirled around the second one and rolled under the third one. Once her feet were planted on the ground, she flew up, and landed on Ivy's tree stump.

Batgirl promptly punched Ivy in the face. Ivy countered with a jab in Batgirl's chest and a knock at her side. While Batgirl tried to regain her orientation, she had to force herself to remember. Ivy may have had the powers, and the ability to subdue her at a distance. But Batgirl was the better fighter. And now that they were at close range, she had the upper hand.

Batgirl yelled and landed a few more hits on Ivy. Ivy tried to counter a few, but nothing that Batgirl didn't see coming. Ivy tried to land a punch on Batgirl, but Batgirl grabbed her fist and squeezed it tightly. Ivy grunted in pain. Batgirl threw Ivy's fist up, punched her two more times. Ivy stepped backwards, and almost fell off of the stump. Batgirl saw her opportunity. She wound her foot back and kicked Ivy in the chest. She went flying backwards off of the stump.

But even Batgirl couldn't have predicted what she would do next.

Before Ivy hit the ground, she summoned dozens of vines to catch her fall. They coiled around her arms and legs like a snake, and she lunged back up to the stump, and rammed right into Batgirl.

Batgirl was knocked off of the stump, and it was a matter of seconds before a set of vines trapped Batgirl too.

And this time there was no escaping. The vines had tightly wrapped around Batgirls legs and torso. Her wrists were tied together and completely useless.

The vines raised her in front of Ivy's stump. Ivy looked at Batgirl at eye level.

This was the first time Batgirl got a good look at Ivy's face. She saw a shadow of what used to be Kate Robinson-her formal rival down at the Star City gym. But Kate had spent what could have been months soaking in a mutagen solution. She was extremely powerful and menacing. And from the looks of it, she was already able to utilize her powers to their full potential. And as much as Batgirl didn't want to do it, she forced herself to accept the fact. This wasn't Kate anymore. This was Poison Ivy.

"How persistent you are…" Ivy said, "And still so foolish. You really thought you could defeat me?"

Batgirl could feel loose vines resting on her shoulder blades. There were beginning to move.

"Paxton's just using you…Try to fight it!"

"And who is it under this mask, that would request such a ridiculous proposition?"

The vines on Batgirls shoulder quickly pulled her mask off, and threw it into the shadows. Melanie's mildly bruised face was looking angrily at Kate's. Kate's eyebrows raised.

"Walker…" She said with a hint of surprise, but also a hint of mockery.

"Kate, just listen to me! You have to let me go before Paxton hurts a lot of people."

"I can't say that I'm totally surprised with what I'm seeing." Ivy continued, regardless of Melanie's plea "No one else would so easily usher themselves into a losing battle. You were always the loser, Melanie..."

The vines wrapped tighter around Melanie's body. She could feel her breath being squeezed out, and not allowed back in. She groaned as the pressure around her body increased.

"And now I'm going to break you to prove it."

All of the sudden, the vines around Melanie's body withered away. Melanie dropped to her hands and knees, and breathed in long and deep breaths.

Ivy and Melanie both saw Max at the door with both of her hands stretched outwards. She had a shocked expression on her face.

"Did…I do that?"

Max promptly grabbed her head in pain as Ivy sent a barrage of thorns her way.

"Max, look out!" Melanie shouted. She quickly pressed her turbo boost and flew into Max. She tackled her out of the way before the thorns smashed into the ground. They both crashed into a pile of small rocks.

Melanie wondered how much power she had just drained out of her suit. Unfortunately, she didn't have time to look for her mask, so she was unsure. She estimated that it was at around 7 or 8 percent remaining.

"Told ya I'd come back." Max said

"How did you do that?"

"I don't know. Paxton injected me the same serum, so maybe it gave me some sort of…" Max was cut off by her headache. She grunted in pain.

"Max? What's going on?"

"I think it's the powers. It's making my head spin."

"It's okay. You've done enough. Just take cover."

Melanie looked up. She immediately kicked Max away, and then backflipped right before the computer dashboard came crashing down towards them. She eyed the giant plant that launched it over. Ivy was standing on a branch that was attached to it.

"Oops. Did I do that?" Ivy said.

She loosely held her fist forward, and then opened up her palm. Batgirl tried to run over to her, but was quickly interrupted by a life sized venus fly trap that emerged from underground in front of her. It headbutted her backwards into a second venus fly trap that had just emerged. The second one did the same, and knocked her into a third one. The fly traps continued to beat Melanie around, and eventually shoved Melanie towards the center of them.

Ivy clasped her hands together firmly, and Melanie feared what that meant.

Unfortunately, she found out all too soon. Melanie jumped away from the center as the three venus fly traps joined together and grew as one. It now became a 10 foot tall fly trap with blade sharp teeth.

"That can't be good." Melanie muttered.

The fly trap roared loudly at her, with it's saliva spraying across the room. Melanie stood still.

-x-

Commissioner Gordon managed the computers. She did her best to coordinate the two brain waves that were now on the same screen. Bruce's brain wave was more rapid and dramatic than Terry's by a long shot. Most people at his age wouldn't have been able to show these kinds of readings and live. Bruce was strong, but the Commissioner questioned whether or not he'd be strong enough to last much longer.

She watched the screen for a few moments and waited for the right moment. She wanted the progress bar fill up to green before she pressed the action button-which would allow the portal to show up in the illusion.

But as her eyes were on the screen, she saw something descend down quickly in her peripheral vision. She began to move out of the way, but couldn't entirely escape the metal crowbar that knocked her aside. The man in the orange mask set down the crowbar.

Spellbinder had woken up.

"Well, it appears that we have a bit of a predicament on our hands…" he taunted

Gordon had pulled herself to her feet. She looked straight at Spelblidner's spiral mask. He pulled out a gun and pointed it at her.

"Don't we, Commissioner?"

-x-

Paxton ran across the top floor of the museum with all of the exhibits. He stopped in front of one particular room, and briskly walked into it.

He arrived at the room with the life-sized model of the aircraft.

He saw two of his recovered security men dumping vials of green liquid into an enormous container.

"Is that all of it?" Paxton asked

"Now it is…" The security man said right after he dumped a few more vials in.

The two of them pushed the container into the cargo bay of the aircraft model.

"The red trigger on your dashboard will dump the waste."

"Good. Now let's get moving."

The three of them entered the aircraft. By now it would have been obvious to any casual observer. There was a reason why the aircraft model was in such good shape. And there was a reason why Paxton was hiding out in a museum of all places.

It was because the aircraft model wasn't a model at all. It was real. And an abandoned museum was the perfect place to hide it without arousing any real suspicion.

Paxton fired up the engine. He pressed a button and shot a missile at the wall. It left a large enough opening for him to fly through. The entire building shook after the missile exploded.

-x—

In the basement, both Ivy and Melanie looked up and noticed the rumble. Ivy paid it very little mind, while Melanie looked starstruck. She realized exactly what it meant.

"Oh no…" Melanie said with wide eyes

-x-

Spellbinder was standing in front of Gordon with the gun pointed. He turned his head when he felt the infrastructure rumble.

While he was distracted, Gordon charged over to Spellbinder and knocked the gun out of his hand. Spellbinder shot his head back over to her, put his hand on her back, grabbed Gordon's gun from her belt, and pointed her own gun at her. As if anticipating it, Gordon used her left hand to chop up at Spellbinder's elbow, and grabbed her gun back, and pointed it with both hands at Spellbinder while kicking the other gun far away in one fluid motion. Spellbinder was now defenseless. He held both of his hands up.

"Where did you learn to do that?" Spellbinder asked

"Not at the academy." Gordon answered

-x-

At the adjacent exhibit room, the rumbling caused Clayface's ice structure to vibrate. The structure fell on the ground, and cracked in front of Clayface's head. Clayface moved his eyes around as the crack got bigger and bigger. He flexed his muscles, and made it crack even faster.

And then there was a shatter.

-x-

Paxton's aircraft taxed down for a short amount of time, and then took off. It flew away from the museum at great speed.

-x—

The rumbling had also affected Bruce and Terry's unconscious bodies. Their heads were moving back and forth.

-x-

_As the ground shook, Bruce was thrown over to his motorcycle, and both he and the motorcycle toppled over. Batman walked over to him. _

"_Bruce, we need to stop this! We don't have much time!"_

_Bruce got to his feet and charged at Batman. He locked his arms with Batman's, and then punched the side of his face with his fist. Bruce then threw Batman aside. He used his elbow to knock the back of Batman's neck, and made him slam down to the ground. Bruce turned around and tried to approach Joe once more. Batman grabbed a batarang and threw it over at Bruce. _

_Bruce spun back around and caught the batarang in mid air with two fingers and a thumb. _

_Bruce looked just as surprised as Batman did that he was able to do that. But he didn't waste the opportunity. He threw it back at Batman, and slashed Batman's shoulder. Batman grabbed his shoulder and yelled. Bruce turned around once again. _

_Batman jumped to his feet and flew over to Bruce. Bruce turned around, but this time he didn't do it in time. Batman tackled him to the ground. They rolled on the pavement for a moment exchanging hits. But Bruce wound up on top, with his arm laid flat over Batman's throat. He had him pinned. _

"_I warned you, kid. Now I'm going to make you pay."_

_He shoved his arm harder into Batman's throat_

"_Don't do it, Bruce! Don't!" _

"_And give me one reason why I shouldn't."_

_Batman realized that this was hopeless. Bruce clearly didn't remember him. And what he said next could be the difference between life and death. _

"_Well?!" Bruce demanded_

"_I don't have one…" Batman grunted, "But I know you won't do it. Because you're not a killer."_

"_You don't know anything about me!"_

_Bruce raised his other fist and hit Batman in the face_

"_I know that you're brave. And that you're strong"_

"_Shut up!" Bruce yelled, while hitting Batman again twice. _

"…_and that you believe in fighting for people who are too weak to fight for themselves." Batman grunted. Batman quickly realized that he was using his own father's words. _

_And they were seeming to work. Bruce held his fist over Batman's face, frozen. _

"_And what makes you so sure of that?" He challenged_

"_Because I'm not from around here. And neither are you. That's why nothing feels right. It's because you belong with us!"_

"_HEY RICH BOY!" Chill yelled from the alley, "I hope you didn't forget about me. Because I'm gonna do it! I'm gonna take everything from you!"_

_He grabbed Martha Wayne and threw her down in front of him. He eyed her pearl necklace_

"_And I'm gonna start with the pretty pearls around the lady's neck…" He said with a smirk. He loaded his gun. _

_Bruce couldn't keep his eyes off of them_

"_BRUCE!" Batman shouted. Bruce looked back down at him_

"_This isn't real." Batman emphasized every word. "Just let me go, and I'll prove it to you."_

_Bruce hesitated for a while. He breathed in and out with audible breaths. _

"_I'll deal with you later…" Bruce said_

_He lifted his arm off of Batman's neck and stood to his feet. He faced Joe right before Batman stood up behind him. _

_Just then, a gray portal opened a few yards away. Batman looked over at it, while Bruce's gaze was fixed on Joe. _

_-x-_

Commissioner Gordon had pressed the action button. She was standing behind the computer with her gun still aimed at Spellbinder

"I presume that you believe you've won." Spellbinder said, with his hands still raised "But it's a mere deception. An illusion."

"Looks pretty real to me." Commssioner Gordon said, "As real as the prison cell you and your whole gang are gonna be staying at once this is all over."

"It might be over for me. But as for Bruce Wayne? It will never be over. You may have opened the gate. But there's no guarantee that he's going to want to go through." Spellbinder inched closer to her with every word. Barbara held her gun with both hands

"Stay back!" She demanded

"You see, Commissioner. I've created a world that he simply can't escape from. Not without tearing him apart."

Spellbinder reached over to a nearby table and hauled a glass orb over at the Commissioner. She had fallen victim to his tactics before, so she knew exactly what he was trying to do. She shot the orb while it was in mid air and made it shatter. She immediately closed her eyes before the flash of light went off. When she opened them, she looked around. Everything seemed to be normal. Spellbinder's attempt at creating a hallucination had failed.

But she didn't have to imagine Spellbinder leap over the table and kick her down. She laid flat on the ground as Spellbinder typed rapidly on the computer.

The computer had accepted his commands.

"PORTAL CLOSING IN 30 SECONDS" the computer screen read.

He typed in one last command. Now the computer read, "OVERRIDE DISABLED".

Commissioner Gordon knocked him down at his ankles. He toppled down to the ground and slammed his forehead on the concrete. The Commissioner stood to her feet and looked at the computer.

She was too late.

Spellbinder had not only set the portal to close, but made it impossible to bypass the process. His plan was to ensure that Batman and Bruce would be stuck with no way out.

The Commissioner did her best to try to override the procedure one last time, but it didn't work, and spat out an error message back at her. For a moment, she wondered if it was worth going back and seeing if Max could help. But even if there was time to do that, there was probably nothing that even she'd be able to do.

It was simple. Either Batman and Bruce had to snap out of the illusion in the next 25 seconds, or they would both wind up with their minds completely gone.

And there would be nothing imaginary about it.


	9. Hero

_Batman looked over at the closing portal. _

"_Great…" He muttered. He looked forward once again and saw Bruce approaching Joe. _

"_That's right, Bruce. Come over here. Try me!" Joe taunted_

_Batman ran up and grabbed Bruce on the shoulder. _

"_Bruce, look!"_

_He pointed at the portal closing_

"_That's our ticket out of here, and the gate's closing."_

"_I don't care." Bruce retorted_

"_You have to leave them!"_

"_You can't just ask me to turn my back on my family!" He shouted as he pushed past Batman's grasp_

"_You're doing it right now!" _

_That caught Bruce's attention, and he turned back around. Batman pulled off his mask. _

"_I'm your family."_

_He looked a bit confused_

"_We all are. The whole of Gotham City." Terry explained "And you were it's protector…You're Batman." _

"_I don't even know what that means!" _

"_It means that if you stay here, then Gotham City suffers. We'll all suffer."_

"_HEY! DO YOU HEAR ME!" Joe scremed. "I'M GONNA PULL THE TRIGGER IF YOU DON'T GET OVER HERE NOW!"_

_Bruce turned back around _

"_You have to ignore it, Bruce!"_

"_I CAN'T!" He yelled "I'm afraid that he'll kill them!" He pushed Batman out of the way and began running over._

"_Then don't!" Terry yelled. _

_Bruce stopped in his tracks_

"_Don't be afraid, Bruce!" Terry yelled. _

_Those words. There was something about those words that spoke to Bruce. His eyes slowly shot open. _

_He flashed back to when his father told him that moments before he died. "Don't be afraid, Bruce." He had said. _

_Bruce slowly turned back towards Terry. Terry put his mask back on and walked up to him. _

"_You never were afraid. That's why you were able to do what you did. You've saved hundreds of lives. Touched thousands more."_

"_My parents…" Bruce said, "They're already dead…right?"_

_Batman hesitated to answer_

"_And Penelope…doesn't exist." His face looked extremely distraught. Batman had never seen Bruce so vulnerable. So defenseless. So sad. _

"_No." Batman said. He took a few steps forward "But that doesn't mean that there's nobody out there who cares about you. And if you don't believe that…then it's time you found out"_

"_YOU THINK I'M JOKING!" Joe screamed, "I'M DOING IT RIGHT NOW!" _

_Batman looked back at the portal. It was only a few seconds away from closing. He looked back at Bruce's eyes _

"_I'm going through that portal with or without you. Because I know that there are people who need me. And that goes for you too."_

_He held his hand out_

"_So come back, Bruce. Come back to us."_

_Bruce looked down at his hand. He looked back over to Joe. His finger was beginning to press down on the trigger._

"_Come back…" Batman said_

_He looked back at Batman. The entire scene faded to white_

_-x-_

The timer on the computer hit zero.

"Oh please no…" Commissoner Gordon said. Spellbinder lunged over towards her and pushed the Commissioner into a wall, making her drop her gun.

Gordon hit Spellbinder in the face, and rolled over to pin him to the wall. But Spellbinder countered, and pinned her to the wall once more. He slid her back up against the wall and held her over the ground. He held an orb in his other hand.

"Good thing I always carry a spare one of these. It looks like you're out of time, Commissioner."

"She's not the one who's out of time."

Spellbinder barely looked away before Batman knocked him to the ground. His orb dropped as well, but didn't shatter. The Commissioner knelt down on his back and managed to cuff his wrists together.

"Talk about a pest…" Batman said

"You made it." Barbara said

"Barely…"

"What happened to Bruce?"

She saw that he was still lying on the bed

"He made his choice…" Batman said "Are you all clear here?"

"I'm fine. Batgirl's in the basement, I'm sure she could use a hand!"

Batman immediately exited the room

Barbara stood Spellbinder up, and made sure to tighten his handcuffs.

"I've been waiting all day to cuff the psycho who incapacitated Bruce."

Spellbinder looked at the ground

"And I've been waiting all day for this."

Spellbinder slammed his head backwards into the Commissioner's nose. She loosened her grasp of him as he spun back around. His hands were tied behind his back, but his feet were still free. And he used his foot to kick the glass orb into the Commissioner's chest.

The orb hit the center of her chest like a bullseye, and the glass shattered against it. She was wearing a bulletproof vest, but it made her shuffle back down to the ground

"I've been waiting to show the people of Gotham what a lie they really live. And to believe someone as incompetent as you is their police Commissioner. Imagine that…"

He began to run over to her, but was met with a cane to the face. Spellbinder's vision was fuzzy when he smashed into the ground, but he was sure that he was looking right at Bruce Wayne. Bruce raised his cane and began beating him down further to the ground. He angrily grunted with every smash he made into Spellbinder's body.

Barbara quickly stood up.

"Bruce! That's enough! BRUCE!"

"Do you have any idea what you put me through?!" Bruce growled in his low voice.

Bruce kept hitting him, and wouldn't let up. Each hit got harder. Barbara grabbed his chest tightly from behind, and pulled him backwards.

"Bruce. He's down."

Bruce's teeth were clenched and his cane was high in the air. He was preparing to deliver the final blow to Spellbinder's skull.

"Is this really what you want?" Barbara asked.

Bruce's cane shook in the air. He shut his eyes

"No. It's not."

He dropped his cane to the ground. Spellbinder rolled his head backwards and passed out.

Barbara touched his arm, as Bruce looked back at her.

"Welcome back, Bruce."

-x-

Melanie jumped over the fly trap's head right before it smashed to the ground in front of her. She somersaulted and landed on the other side of it.

Her eyes focused on Ivy, who was comfortably orchestrating the battle from yards away. Melanie had to remind herself that Ivy sent this flytrap as a distraction. She was the main target.

She looked down at her belt. She still didn't know how much power her suit was at. If she had to guess, she'd say it was down to 4%. So she needed to use her weapons and abilities sparingly.

Melanie ran forward over to Ivy, but not before the flytrap descended it's head down and clasped down on the back of her suit. It threw her up in the air and into it's mouth. But Melanie refused to go all the way in. She grabbed onto a smooth area of the plant's lip, and tried to push herself out.

From the room's corner, Max tried to stand up and help, but found herself with the throbbing headache once again. She was also feeling extremely nauseous. She had to sit back down and regain her composure.

Melanie had almost dragged herself out of the fly trap's mouth, but it was never planning on keeping her there anyway. It twirled her around and threw her across the room. She grabbed onto a loose vine, which broke her fall before she landed on the floor.

The fly trap's head opened up again and lunged over at Melanie.

Right before it got to her, though, a net formed around it's entire head. Ivy growled.

"What?!" She said

Batman held his hand over Melanie

"Looks like you can use a hand."

Melanie grabbed onto it and stood up

"Thanks…" She said, completely out of breath. "Glad you can move again"

"Me too. And it looks like someone's been using way too much fertilizer." Batman said.

He got a better look at Melanie's face

"You look tired."

"I'm not tired. I'm angry."

"Then let's teach miss nature not to mess with us."

The fly trap tore it's net open and roared once again.

"She damaged my power chip. My suit's almost drained." Batgirl said

"That makes two of us. Mine's shot too. But I can go after her."

"Not a chance. Kate's mine."

Melanie said before sprinting her way.

"Okay, sure. Leave me with the goliath plant. That works too…" Batman muttered. Batman ran for the flytrap and jumped in order to land on it's descending head.

Melanie ran until she was in front of Ivy again. She had to look up at her tall plant to talk to her.

"Ugh. Don't you ever just give up!" Ivy yelled.

"You would want me to give up. Because you're the coward. You've been sitting back this whole time and letting your powers do the work. But I wonder what would happen if it was just you and me. No powers. No party tricks."

Ivy looked down at her for a moment. She allowed the plant to drop her off at the ground

"Is that a challenge, Walker?"

Melanie pressed a button on her belt to turn off her suit. It wasn't going to last her much longer anyway. She would have turned it off earlier, but Ivy had been using too many of her own powers before. Now she had her right where she wanted.

"Time to see who's really been spending more time at the gym." Melanie taunted.

Ivy ran forward and threw a hard punch at her. Melanie used both of her wrists to throw the punch off course. Melnaie hit her back once on her cheekbone, and Ivy hit her three times on the stomach, gut and chest. The last punch made Melanie shuffle backwards.

-x-

Batman climbed to the top of the fly trap's head. He used the side of his glove to stab down and drive the cut across the plant's exterior. It lunched back to throw Batman off.

Batman reached into his utility belt and produced a grappling hook. After his last battle with Watt, he learned to keep one in his pocket just in case. While I midair, he shot the grappling hook and it twirled several times around the fly trap's oval shaped head. He used it to catch his fall, and swing under the bottom if it's head. He reached for two batarangs, and threw them both under its chin while he was swinging across. He let go and landed on the ground, facing it.

-x-

Ivy punched Batgirl once again and forced her backwards. Ivy punched her too more times, and then kicked, which lunched her back once again.

Melanie wondered why she was fighting so much worse this time around. But the answer was obvious. She had been fighting for an extremely long time. And now, her suit wasn't the only thing that was dramatically wearing down. Her body was too.

"You're fighting is pitiful. You're soft."

Ivy went in for another punch, but Melanie caught her fist.

Melanie twisted Ivy's fist, and then threw her backwards. Melanie hit the bottom of Ivy's jaw, and hit her face. Then she crashed her elbow down on Ivy's shoulder, which made her kneel down. And that's when she saw her chance.

Melanie used the pointed side of her glove to slash across Ivy's cheek. She made a cut down the side of Ivy's face. Ivy yelled out in pain. Melanie then jumped up, and spun around with her foot. She timed it perfectly, and knocked Ivy's head so that she'd topple over to the ground.

When she was lying sideways, Batgirl kicked her stomach and launched her back a few more feet.

"You can call me anything you want. But _never _call me soft."

-x-

Batman jumped onto his grappling line that was wrapped around to the plant's mouth. However, the plant refused to allow him to do the same thing again. It violently smashed him down to the ground. He let go of the rope.

Then it smashed down again.

And again.

Very quickly, Batman found himself on the losing side of the battle. He was flat on his back, and the plant was attempting to beat him to a pulp.

It would back for one last smash. Batman put his hand over his head to try and block it. It smashed back down, but instantly, the plant was shredded into pieces.

Batman was extremely confused. He looked over and saw Max, barely standing, holding her hand out. She knelt down on the floor.

"Max!" Batman said. He got up and ran over to her

-x-

Melanie approached Ivy who was on the ground.

"It looks like you lose, Kate." Melanie said

"About that…" Ivy continued. A thick array of branches tripped Melanie over and held her down to the floor.

Ivy allowed a set of plants to pick her up to her feet. A few herbs mended the cut on her face.

"I've changed my mind about the whole, no powers thing."

Ivy wrapped 4 layers of hard wood around her two fists. Melanie was strapped helplessly to the floor.

"Because powers means that I get to put an end to you."

Melanie tried to force her way out of the branches.

"Don't forget to smell the flowers this time, Walker. Because it's the last thing you'll ever do."

She raised her fists up. But all of the sudden, a vine wrapped around her ankle from the ceiling. Then four batarangs set Melanie's limbs free. Melanie saw Batman and Max from a distance, and knew that they were responsible. The three of them were all thinking the same thing. It was time to finish this.

Ivy hung from the ceiling by one foot. Batgirl wound back and punched her face one final time.

The battle was over.

The vine disappeared, and Melanie caught Ivy on the way down. She laid her on the ground. Max was leaning on Batman when they both joined her.

"Is she…" Max started

"She'll live." Batgirl turned on her suit "But those people in Verdeza won't."

Batgirl walked over to the far wall of the room and picked up her mask. Max let go of Batman right before he followed her to the wall.

"Woah, woah, woah. Hold on a second. Where do you think you're going?"

"To stop that plane."

She knelt down and picked her mask up

"But it took off a while ago. I think that model in the museum was real…"

"I know. I saw it on my way down. I know machines when I see them, so I put a tracer on it to be safe. Powers couldn't have gone too far."

She punched the coordinates into her mask and limped forward.

"Melanie, your suit's almost dead! If you go, then it's a one way trip!"

"I'm the only one who can stop it. There's no other way."

"And what if you don't come back? Have you thought about that?"

"Paxton said something about an antidote. Tell the Commissioner to send her policemen in to search for it. And get it to Kate, Chris and Max as soon as possible."

Melanie kept going for the stairs

"Melanie, look at yourself! You can barely stand. And your suit's going to shut off any minute! I'm not going to let you go out there by yourself!" Melanie stopped and clenched her fists

"Are you listening to me, Mel?" Batman demanded "You can't…"

Melanie ran back over to Batman. She pulled the mask off of his face and kissed him on the lips.

It had been all too long since she felt the feeling. She closed her eyes and took in the few moments that they were together.

While their lips were touching, she slipped something into Batman's hand. It felt like a folded piece of paper.

She pulled away. Terry remained speechless

"Try not to throw that one way." She turned around and put on her hood. She could see the gps location of the aircraft, and she could also see that her suit was at 3% remaining. She looked back once more.

"Goodbye, Terry."

Batgirl flew up the stairs.

"MELANIE!" Batman yelled while holding his hand out.

Both he and Max looked longingly at the empty doorway

-x-

Batgirl flew up the flights of stairs. She soon made it to the floor with the exhibits. She immediately made her way into the aircraft room, and saw the empty spot where the "model" used to be. She looked up and saw the hole that Paxton shot through to get out. She expanded her wings and started flying up.

But she wasn't halfway through the hole before she felt something wrap around her right leg. Like a dog on a leash, it stopped her in her place, and then recoiled her backwards into the exhibit room. She was aggressively thrown down to the hard floor, and helplessly rolled to her back.

To her utter dismay, she saw Clayface leap over her. Clayface landed to his knees with a thud.

Batgirl couldn't do this anymore. She had just undergone two major beatings. She didn't have the strength to endure a third one.

Clayface wrapped his giant hand around her ribcage and held her up in front of him. He turned his other hand into a spinning buzzsaw.

"You think you can just humiliate me and walk away?"

He crunched down on her ribs. Batgirl yelled tried to pull away.

"Please…don't" Batgirl coughed. She didn't have the energy to fight him. So all she could do was beg.

"You were lucky the first time."

"Stop…" She forced the words out

"But this time, I won't stop until you're dust. I don't care what my orders are." 

"Chris, I need you to stop!" She yelled

Clayface looked a bit perplexed. He lightened up on the pressure around her ribcage

"How do you know my name?"

Batgirl could only catch her breath

"Who are you?" He asked

Batgirl looked up at him

"Why don't you find out?"

Clayface hesitated before he did it. But he morphed into a spitting image of Batgirl.

"Feel familiar?" Batgirl asked

He morphed his face into Melanie's.

"Melanie?!" He said in disbelief.

"Chris. Paxton's gonna hurt a lot of people. Please let me go…" she said, as if she was struggling to hold on to consciousness.

He turned back into his human form, but continued to hold out his clay arm around Batgirl's ribs.

"And why should I do that?" He asked while taking a few deep breaths, "You betrayed me. You turned your back on me! Give me one reason why I shouldn't do the same to you!"

Batgirl looked into his eyes

"Because I still love you." She whispered

Batgirl said it because she knew the effect it would have. Clayface froze, and in that split second, she extended her suit's claws and dug them into the bottom of his arm. An 80 Volt surge of electricity shot through her suit and into his body. His skeleton was briefly visible, and the clay uncontrollably shuddered around his body.

Batgirl took her gloves off, and he flew face down to the floor, steaming and unconscious.

"There was a time when that was true." Batgirl whispered right before coughing twice. She examined her suit's readings. It was at approximately 1.5% left.

For a few seconds, she recollected her breath, and wondered if it was worth it. Thoughts of doubt clouded her head, but the truth of the matter was that she had already made up her mind. She was going to stop Powers, no matter what the cost.

Batgirl could hear the police sirens closing in on the building. She presumed that Batman had delivered the message.

And now it was time to deliver hers.

She opened her wings and flew out the hole. From above, dozens of cop cars were seen surrounding the museum.

-x—

Commissioner Gordon ran into the basement with a walkie-talkie and earpiece.

"I've made the call." She was revealed to be talking to Terry, Bruce and Max, "Reinforcements should be outside to search the premises any second now. You three are with me."

She turned around and began walking

"Where are we going?" Max asked while they followed her out

"Wherever Melanie's going. We'll see what we can do to help."

-x—

Paxton was seen piloting the aircraft. His two security men quickly joined his side

"Mr. Powers."

"Can't you see I'm busy?"

"We have company." The other security guard said, while switching on the radar. It showed a yellow dot zeroing in from behind

"…Get me video." Paxton said

The security guard pressed another button, and it showed Batgirl flying in from behind

"Impossible…" Paxton said, "She should be dead by now."

"Awaiting orders, sir."

Paxton studied the video

"Shoot to kill." He said. The two guards ran to the back of the aircraft.

Paxton looked down, and pressed the "Autopilot" button.

-x—

Batgirl was getting closer and closer to the aircraft. She forced herself to hold both of her arms forward, even though her muscles were aching and rebelling against her.

Right in front of her eyes, one of the aircraft doors opened up. One of Paxton's guards stepped towards the edge of the door, and held out an automatic gun that was half the size of him.

"Not now…" Batgirl thought out loud. She looked at her suit's status. It had half a percent left.

The guard opened fire. She flew forward at a faster pace, and the bullets trailed behind her feet.

The suits sensors were blinking red. It was warning her that she was seconds away from being out of battery. And the man was still shooting.

She was stuck between a wall and a hard place. If she obeyed her suit and let down on her speed, she would have been right in the range of the bullets. But if she moved to quickly or too suddenly, the suit could simply run out of power, and drop her 35,000 feet down to the ground.

She had to devise a plan, and hope that it wasn't her last. The boosters under her shoe were already beginning to slow down.

While she was at the side of the aircraft, she increased her altitude, and rose high above it. She soon positioned herself to be directly on top of the aircraft. The security guard looked around, and couldn't seem to see her anymore. He walked up even closer to the door to look up and around.

Her suit was at 0.2%. The boosters at the back of her shoe were already beginning to slow down. Any millisecond could have been the last one.

Then she made her move. She moved horizontally over the right side of the aircraft once again, and then shut off her suit. She quickly dropped down, and in a split second, was at the line of sight of the security man. She then turned on her suit and immediately activated her turbo boost one last time.

Her plan had worked.

The last little bit of energy that her suit had propelled her into the security man, and smashed the back of his head into the far wall of the aircraft.

She was in, and the security man was unconscious.

The other security man ran up to her and pointed his gun, but she was more than prepared. She slashed his gun holding arm with her glove, grabbed the gun, and slammed it into the security guard's head. She unloaded the gun and threw it outside the open door.

Then she heard another gun click. She turned around, and saw Paxton standing straight and holding a pistol up to her.

"You should have kept that. Because now you have nothing."

"That's where you're wrong." Batgirl said.

She swiftly held up her Batarang launcher up to Paxton.

"I never used my last Batarang. I was saving it for this special occasion."

Her launcher was on level 10.

"I've had a really long day, and I have no patience left." Batgirl said, "So I'm only going to give you one chance. Call off this ship. Now."

"Well you would like that, wouldn't you Miss Walker?"

Batgirl looked puzzled.

"How…"

"Well it wasn't terribly hard to figure out. After you, Batman and Maxine tried to hit Power Incorporated, and seeing jump to their rescue just, it was a matter of putting two and two together."

"I don't care if you know who I am. What I care about is seeing you put an end to this madness."

Paxton rolled his eyes

"It's over, Paxton!" Batgirl said, "The cops know about your experiments. They're shutting it down."

"Pity, isn't it? A six month operation undone because some no name trinket thief decided that she wanted a new costume play dress up in. But none of that makes any difference to me, Miss Walker. Because this phase of the plan is the most rewarding."

"I may have been a criminal. But I would never have killed that many people in cold blood."

Paxton walked closer to her with his gun still raised

"I beg to differ. Because I believe that you and I are more alike than you may be letting on. We both have lost our reputations in tragically unjust ways. You can brand a drawing of a bat on your body, grow a cape and pretend that it makes you different. But if the public were to find out who you really were, they would see you as nothing more than a common crook. You'll never be a hero to them."

-x-

Commissioner Gordon's cop car sped down the freeway. She had her sirens on, and the bystanding cars made room for her.

Batman, Max and Wayne were in the car with her.

"I can see it!" Batman said. The aircraft was in their line of sight

"If you get me close enough, I can give her a hand." Batman said

"Let's just hope we can make it." Barbara shifted the gear and drove faster.

-x—

"Now let me propose a scenario to you." Paxton added, "Suppose that everyone who was ever responsible for your tainted reputation all happened gathered in one place. That includes the corrupt bureaucrats who forced your family into a life of crime. Or the employers who baselessly denied you jobs just because of your past. Or your father."

"And say that with the press of a single button, you could silence them forever. No one will know it was you, because you'll have the resources to make it look like you were never there. But you would be able to move on with your life. Live peacefully without the cynics who try so hard to drag you down. Would you press that button, Melanie?"

Batgirl frowned

"No. But there's a button that I would press."

She put her other hand on the Batarang launcher. It was aimed directly at him.

"So that's it. You're going to kill me? Hmm?"

Batgirl held it straight

"Then do it." Paxton said, while hiding behind this gun, "Because we both know how this is going to end. Either you'll die. Or I will."

"You don't deserve to live." Batgirl growled

Paxton remained still with a frown

"But I'm not going to aim for you."

Batgirl shifted her launcher and shot it over Paxton's shoulder. It flew right into the control room, and crashed into the dashboard.

"NO!" Paxton screamed

The aircraft took a dive for the ground.

"You idiot! You ruined everything!"

Paxton let out a scream of anger.

And then there was a gunshot.

Everything became muted.

Batgirl only looked straight ahead at first. Then she dragged her head down to her chest.

There was a bullet lodged in the cleft of her ribcage. She touched it with her glove, and saw the blood smeared across her hand.

Paxton's gun was steaming from the gunshot.

She looked forward once again, and then fell to her knees.

Paxton ran over to the compartment and removed the only parachute in the aircraft. He swiftly jumped out of the aircraft's door with the parachute on.

-x-

Commissioner Gordon's cop car stopped at the side of the road. Batman, Max and Wayne exited the car right before the Commissioner did.

They watched in horror. The plane was diving into an empty field. They saw Paxton jump out with the parachute, and open it. But there was no Melanie.

The Commissioner picked up her transmitter and yelled into it.

-x—

While Batgirl was on her knees, she tore off her mask. She took one last look at it. Then she dropped it to the floor, and it flew out the door. She fell flat to the ground in a pool of her blood, and slowly closed her eyes.

-x—

By the time Paxton landed on the ground, there was a circle of policemen who pulled up to his landing site. They forcefully threw him on the ground, ripped his parachute off, and put his hands in cuffs.

-x-

Max and Batman stood frozen, and watched the aircraft grow closer and closer to the ground.

Then they saw it crash into the field. The explosion was extremely bright, but Batman refused to close his eyes. His mouth was stuck open and he looked longingly at the crash site.

Like the rest of his battles, this one was over.

Except this time, he had failed

This time, he was too late. Melanie Walker was dead.


	10. Legacy

On a dark night, the rain was drizzling down.

A stone building was shown. Near the ceiling of the building, a person was squatting down on a gargoyle, with his back hunched over and his face looking down at the ground.

It was Batman

He remained still for a few minutes, and allowed the rain to pour down over him. He eventually reached into his utility belt, and took out a folded piece of paper. It was the note that Batgirl had given to him. He opened it up and began reading.

He read it in his head, with Melanie's voice reading off the words

_Dear Terry,_

_There's a lot that I've done that I need to answer for. I've stolen, cheated, lied…but in my eyes, none of that's as bad having lied to you. The only one who I ever cared about as deeply as I did..._

Batman put the note down and looked the other way. He rested his forehead in his hand.

-x-

"As we all know, we are here today to commemorate the life of Miss Melanie Walker." Commissioner Gordon was professionally dressed and speaking over a podium. The building that she was speaking in was packed with people of all ages. "I'm aware that most of you did not know her personally, but are family members and friends of the lives that she saved that day. And that speaks to the kind of sacrifice that she was willing to make. I did have the privilege of knowing her personally. And perhaps the greatest tragedy is that she never saw herself the way that we see her now. She saw herself as Ten, and briefly as Batgirl. But she never saw herself as Melanie Walker. The hero."

-x-

"This is Kevin Carr reporting to you live." The brunette news reporter spoke into the camera, "I'm standing in front of the memorial service for who has come to be the shining example of how criminals really can change, even after their lives.

-x—

Terry was dressed in a suit, and walked up to Bruce Wayne's front gate. He pressed the call button at the front.

"It's me." He said.

The gate opened and Terry walked in

-x-

"And we are pleased to report that the antidote to the mutagen that Paxton Powers distributed has been mass produced, and administered to any and all people who were affected." Kevin Carr reported

A shot showed a doctor injecting Max's arm with a blue liquid.

-x-

"Spellbinder, Kate Robinson, Chris Parker and of course, Paxton Powers have all been brought to justice, and will serve their allotted time in prison."

The news report was playing on the TVs at the prison, right before a prison guard threw Paxton Powers into a cell. Paxton jumped to his feet.

"You don't know who you're dealing with!" Paxton yelled, "I'll get the best lawyers! You'll see, I'll be out of here of here in one week, tops!"

"For your sake, I hope you're right." The prison guard said, right before he locked the door.

Paxton looked perplexed. Why would the prison guard say that?

And then the hard hand that clasped down on his shoulder told him exactly why. He turned around, and saw King tower over him.

As fate would have it, he was cell mates with Melanie Walker's father.

"Dishonoring our previous agreements is one thing."

King grabbed Paxton's shirt and held him up in the air

"Killing my daughter is quite another." King said.

"Now wait…hold on!" Paxton said.

King's fingers curled up into a fist.

"Let's see your lawyers get you out of this one."

"No! Wait, Stop! STOP!"

The prisoners could hear the banging from their cells, and most of them were cheering.

-x—

Terry walked into Bruce's family room, and opened the clock which led down into the Batcave. He watched the door open up, right before he walked in.

-x—

Batman continued to read over Melanie's note

"_I told you the day that we first met that it was my first time in Gotham. But that was a lie. Months before, the Royal Flush gang had received a secure call from Paxton's father: Derek Powers. He knew that we hadn't been doing too well on our robberies as of late, so he offered us a job that was a little bit out of our alley. He wasn't talking about a heist. He was talking about a murder. My dad didn't ask any further questions. But I found out later that the target's name was Warren McGinnis. Your father." _

-x-

"Paxton Powers almost took Gotham City and Verdeza out from under our noses." Barbara said on stage, "Even the police department would have never suspected a thing before it was too late. And that only proves that sometimes the people who we trust the most and the ones that let us down the hardest. And the ones who we would have never trusted to begin with, can end up being the ones who become the greatest heroes."

-x—

"_But something happened, and our robberies continued to proceed as scheduled." _Melanie's note continued, "_And we soon became too busy to go to Gotham City anymore. And so, Derek Powers moved on, and decided to do the job himself. But that put me in an uncomfortable situation. I had all the information. I knew when and where his henchman would be, because Powers approached us first. It made me uneasy. Now that I look back, it must have been my conscious trying to push me to do the right thing. And I tried…I secretly went to Gotham City. I waited over a house and looked down, waiting for the car to come. _

_But then I became scared. What if I got caught in the crossfire? What would my family think of me going out and doing a "good deed" like this? The truth is that I was evil then. And even though I wanted to help, I didn't have the strength to. So I turned around and left. I didn't intervene. And in a weird twist of fate, I'd meet you months later_

_Your father's death was my fault. I could have stopped it, and I chose not to. That's why I can't be a hero. Heroes make the right decisions. And I didn't."_

Batman closed his eyes and put his hand on his fist. The hand that was holding the note was shaking.

"IT WASN'T YOUR FAULT!" He screamed it, and it echoed down the stone tower.

-x-

"And so it's with a heavy heart that we say goodbye to her. To the greatest Batgirl that there ever was. And even though she died, her legacy will always live on."

-x—

Terry walked up behind Bruce Wayne's chair in the batcave. He was sitting at the big computer screen, while the rest of the Batcaves was still in shambles. Bruce minimized the screen he was looking at right when Terry walked in.

"I see you got the computer fixed." Terry said

"I did." Bruce said bluntly, while continuing to work on the screen.

"Sorry about the Batcave."

"It's all replaceable." Bruce said

Terry swallowed before he spoke

"But Melanie's not."

Bruce stopped and turned around in his chair

"Why aren't you at the funeral?" Terry asked

"Why aren't you?"

"Because I knew I'd find you here."

Bruce folded his hands

"Bruce, of all people to go and respect the memory of, you'd think that the girl who saved your life would make the cut."

"It's not about that."

"Then what is this about?! You'd rather sit here in this empty cave then risk being seen caring about somebody."

Bruce remained silent.

"I did care about her." He eventually said

"Then why don't you prove it! I know you've gone through a lot in this past week, but we all have. The funeral's still not over, and I'm going there to at least ACT like her life even mattered!" Terry yelled. "And I came all the way here just to say that you're welcome to come with me."

Bruce stared up at him. He then turned his chair towards the computers

"I'm busy. So you better get going."

Terry stood still in anger, and let the silence settle.

"Whatever." Terry said.

He turned around and darted for the door. Bruce closed his eyes.

"Terry."

Bruce said, while turning his chair around once more.

Terry stopped.

"What?" He said

"I was in a mental prison the other day. And you somehow convinced me to come out of it."

Terry turned around

"That illusion brought a lot of memories back to the forefront. And I came to realize that there were a lot of decisions I made that I've come to regret. But there's one decision that I know was the right one."

He looked up at Terry when he said it

"Thanks." Terry said, "But now it's time to make another good decision. That is, if you still remember how to do that."

Terry turned around and exited the Batcave. He took the elevator upstairs.

Bruce turned back to his computer. He maximized the window he was looking it.

He was studying the footage of the aircraft that that crashed. He watched it happen, frame by frame. He rewound, and rewatched it again and again.

At one point, his eyes squinted

-x—

Commissioner Gordon parked her car in front of the field where the aircraft had crashed. The wreckage was still there, and the area was closed off by a police line. Six policemen were examining the area.

Barbara ducked under the line and went into the crash site

"What's all this about?" Commissioner Gordon asked her policemen.

"I apologize for taking your time, Commissioner, but I just wanted to confirm…" One of the men said while holding onto a singed part of the aircraft, "You said that you witnessed this place crash into the ground and explode?"

"Yeah. It happened right in front of me."

"That's rather odd." He said

"Why?" Barbara asked

"I've had a team take a look at the wreckage several times now, and they're suggesting that the burst was initiated by some sort of premature projectile detonation, not an impact"

"In layman's terms, officer." The Commissioner said

The police officer looked up at her

"This thing exploded long before it touched the ground."

The Commissioner looked confused

"Call me crazy…" The officer said while looking at the pieces "But this whole thing may have been a set up." The officer said.

Barbara stood with her face tense and her mouth open.

-x-

Bruce looked once again at the footage. He kept trying to stop it at one point.

Then he found it.

One a very particular frame, he paused the footage and adjusted the color settings.

After a few clicks, he saw what he wanted to see.

A black and white streak faintly ran across the aircraft one millisecond before it exploded.

Wayne cracked a smile

He shut off the computer, stood up, and left the Batcave right before he turned the lights off.

-x-

The night was dark and crisp

There was a layer of fog that obscured the metropolitan view of Gotham City.

Inside of a lonely alleyway, a figure in a long brown coat and large brown top hat emerged from the fog. Even if the fog wasn't hiding the person's face, their oversized hat and popped collar would have.

The gravel crunched underneath the person's boots right before they stopped in their tracks.

The person took a small travel bag off of their shoulder and dropped it on the ground. Their hand slowly reached into their pocket and produced a cigarette lighter. After a few seconds, the person dropped the lighter onto the bag. It erupted in flames.

The person turned the corner and waited by an empty street. They checked their watch to make sure that they were on time.

"You know, there are parts of the world where death is only an illusion."

It was Bruce Wayne's voice. The person turned around and saw Bruce walk up to them.

"And until now, Gotham City wasn't one of them."

Bruce looked straight into the person's covered eyes

"Isn't that right, Melanie?"

The person remained still for several seconds. Then they took off the hat and unzipped the coat halfway. Sure enough, Melanie's blonde hair, blue eyes and smooth white face were hiding behind.

"So you know. How?"

"You're not the only one who's ever pulled a stunt like that. And I saw the footage. He's gotten me out of a number of scrapes too."

"Does Terry…"

"No. But that's why I came out here in person. He has to know."

"No he doesn't. No one can." Melanie said

"Why not?"

"The city needed a hero last night. And Batgirl gave it to them. And I don't know what that means for me. But what I do know is that if I came back, all of it could be undone."

"That's not necessarily true."

"Well even if it isn't. I can't afford to find out."

"So you'll just run away again?"

"I tried leaving Gotham behind once. And that didn't turn out so well. This way, there is no way back. So yeah. I'm leaving again. But this time, for good."

"Where will you go?"

"Somewhere where I know I can start over."

"That's a bit hard to put into a GPS."

"That's the point." Melanie said "You're not supposed to follow me."

"If a new start is what you're looking for, then I can help. It can be a thank you for what you did the other night."

"I'm flattered, but this time I'm serious about wanting to make it out on my own. Which means that I have to burn every bridge. All of them."

"Suit yourself." Bruce said after a short pause "But somehow I believe that you'll always leave one open. For him."

"Terry doesn't need me to do what he does."

"Maybe not Batgirl. But as for you, I wouldn't be so sure."

A taxi cab drove towards them

"Sorry to keep disappointing you. But I can't afford to see him again."

"You can at least afford to think about it."

Bruce held the Batgirl mask up in front of her

"This was salvaged from the crash site."

Melanie looked down at it. She then looked back up at Bruce's eyes.

"Terry I'll think about. But as for the mask…you know where to put it." Melanie replied

The cab stopped right next to them

"They never did find your body. What if people start asking questions? What do I tell them if they start looking?" Bruce asked

Melanie put her hat back on and stepped into the back of the taxi. She rolled down the window.

"You can be honest. Tell them that Batgirl died in Gotham City. And if they want to find her, they can drive over to the cemetery."

She looked at him one last time

"Good bye, Mr. Wayne. Thanks for everything."

She wound up the window and the taxi cab drove off.

"_But that's why there are real heroes_" Melanie's narration continued

Bruce Wayne was left alone, looking down into the distance.

-x-

_The ones who protect us_

Batman held onto a happy picture of himself and Melanie from the time they were dating. His eyes rested on it for a while.

He then put it in his utility belt.

-x—

"_The ones who help us." _

Commissioner Gordon was seen sitting at a desk in her house. She opened up a drawer and saw one of her old Batarangs inside. She slowly pulled it out, and gently rubbed her thumb along it. She then looked up at the night sky

-x—

"_The ones who make the choices that few others will dare to face. The right ones." _

Bruce Wayne walked over to the flaming travel bag on the side of the street. He peered over and saw what was inside.

Sure enough, it was the Batgirl suit. Bruce held Batgirl's mask in front of him, as if studying it. He then dropped it into the fire. He turned around and walked away.

-x-

Batman jumped up and landed on the roof of the building. He walked forward and fastened both of his gloves.

"_The ones that we see up in the sky, and the ones that we see down on earth below."_

-x-

The taxi cab dropped Melanie off at her location. She stepped out of the cab soon before it drove away. She was looking at a white building with a circular frame. It had three words over the top.

"HALL OF JUSTICE"

She looked back down at the Justice League ring that Batman had given her long before, and then looked back up at the building. She walked forward.

"_Some are made, and some choose."_

-x—

Batman turned on his suit and jumped off of the roof.

"_And some rise from the ashes of their past. To become a symbol. To become a guardian. To become a legend."_

Batman flew forward towards the screen

"_To become like you—the Batman of the Future…"_

Batman's symbol was the last thing to appear at the forefront.

"_Batman Beyond."_

-x—

**And there you have it! The final installment of the Batgirl Beyond Series! **

**Now to those of you guys who were familiar with my Digital Crisis series, I used to make these things called "FAQs" where I'd open it up to the readers to ask me whatever questions they want that pertained to the series. So I'd really like to do that for this too, if you guys are so interested. **

**I've also mentioned this in passing before, but this will probably be the last story I'll write…so it was kind of a goodbye to my stories as a whole. You can ask more about that if you want to in the FAQ thing as well!**

**I hope you guys liked it. Please comment and tell me what you think. I really like reading them :)**


	11. Batgirl Beyond FAQ

**Hello BB Fans!**

**So as promised, here is the Batgirl Beyond FAQ! Quite a few good questions came in, so here you go!**

**Let me start by saying that this has SPOILERS if you haven't read through this story especially, and the other two to some degree. So keep that in mind before reading. **

**-x—**

**What was your inspiration for the Batgirl Beyond stories, and why did you make Melanie Batgirl? **

Good question! Well first off, I wouldn't have been interested doing a Batgirl Beyond if it WASN'T Melanie. I just feel like her character is one of the more complex ones that was introduced in Batman Beyond…her love/hate relationship with Batman really drew me to really take interest in her character, and to push her story even further. It's funny…I only seem create stories when I feel like their predecessors were incomplete. I made Digital Crisis (shameless plug) because I felt like Digimon Data Squad ended on a pretty badly done open ended note, so I felt a desire to continue and complete the story in a way. And I started Batgirl Beyond because I felt like Melanie's story arc was somewhat unresolved, and that there was a lot more of her character to explore. So it's not that I was particularly a huge fan of Barbra Gordon's Batgirl, but it was more an interest in Melanie's character, and a desire to see what would happen if I made her Batgirl. There were also a lot of really cool drawings of Melnaie as Batgirl Beyond online that I saw right as I was having these ideas, and it all seemed to inspire me enough to actually do it!

**Did you have the plot for the whole trilogy planned right when you started?**

Haha, well that would have been really hard, given that I didn't want to make Batgirl Beyond a trilogy at first. I intended Batgirl Beyond to just be a break from Digital Crisis, and to stand alone as its own story. But it was received a whole lot better than I had intended, and people kept asking and asking for a sequel. And the truth of the matter is that I was pretty reluctant to do it, since I would have only wanted to do it if I thought I could make it better than the first one. But once I finally decided to make a sequel, I knew that I wanted to make it a trilogy with this ending in mind.

**Why didn't Terry and Melanie end up together in the end?**

I got a couple questions that were along the lines of this. And there are a lot of things that I could say about it…but at the end of the day, it was a combination of wanting to stick to the canon (of having Terry marry Dana years later) and really wanting to have Melanie decide to move on with her life. By the end of this story, Melanie had really been damaged by her experiences as Ten and Batgirl to a degree. And for her, the height of all of it was and still is tied to Gotham City. And in order to have her really be with Terry, we would either have needed to stay in Gotham, which is the life she is trying to leave behind, or remove Terry from Gotham City which also didn't feel right. This is really similar to the next question…

**Why didn't Melanie tell Terry that she survived? **

I think of it as the same reason that I just mentioned…because she wanted to leave Gotham City behind, which meant that nobody could know. Of course Bruce, being the detective he is, found out and confronted her. But that's more of the exception rather than the rule. Keep in mind that line that she said though! "Terry I'll think about…as for the mask you know what to do with it." So don't be so sure that there's no hope for the two of them!

**Rate the stories in the order that you liked them! **

Haha. This should be fun! But it's also rather easy for me. 3, 1, 2 – From most favorite to least favorite.

I liked 3 because it was fun for me to raise the stakes a little bit. This story really tested Melanie's strength in a way that no other story had before, and it took the trilogy to places that it hadn't gone before. We see her being tested physically as well as intellectually, and we get a chance to see the culmination of all of her experiences in this one. On a practical level, I also feel like my writing's improved since the first one, so I'm sure that if I go back and read this again, it'll be really enjoyable. I also like Max, and liked the whole heist chapter. A lot of fun to write!

1 doesn't come far behind because it was a risk for me to step out and write a Batgirl Beyond story in the first place, and for what it was, I really enjoyed making it! Writing Melanie's transformation from Ten to Batgirl was a challenge in itself, but I think that it read pretty well in the end. And at the end of the day, that's all I'm looking for—something that I can read back and enjoy myself. It was a lot of fun exploring Melanie's character, and seeing her dynamic in comparison to Batman's. She doesn't have the same code of conduct that Batman does, and brought a lot of her personality as Ten to the table when she was working with Batman. And it was a lot of fun representing all of that for the first time. I also liked the Watt, King, Sable dynamic and thought that it presented an actual threat to Gotham City that called for Batgirl to return. An all around great story to write, and a great introduction into her characterization as Batgirl Beyond.

Full disclosure. I really didn't like 2 that much. I thought that the opening sequence was great, and Mad Stan was a fun villain to use. But I guess there wasn't really a ton of action in it, and there were a lot of improvements that I feel like could have been made. That being said, though, I know a lot of people really liked it, and it inspired me to want to make one that really raised the stakes and was really action packed as well as balanced story-wise. But who knows…maybe I'm being too hard on myself.

**Will Batgirl Beyond ever cross over with Digital Crisis?**

HAHA. Umm…noo. I just don't think it would work at all. They're 2 very different stories with 2 very different tones set in 2 very different universes. In Digimon, I aim to be overly cheesy at times to stick to the tone of the actual series, whereas in this story, I aim to be more grounded and less over the top as Digimon is sometimes. But that would be fun to see someone write a crossover. We'll have Matt, Keenan and the Digi-destined take a portal to the future, and have Wingdramon fight alongside Batgirl to stop Paxton and Exogrimmon…why does that just sound like a recipe for disaster?

And now…the most frequently asked question of them all

**Are you actually leaving this website?! Like, forever? Are you out of ideas or what?**

Hahaha. So many people asked this! So let me start by saying this.

I really, really appreciate how a supportive all you fans have been throughout these years, and how upset a lot of you were to hear about this. A special shoutout to you guys who've been following me since the very beginning, back when my writing was not that good tbh lol.

But yes, I really meant it. And I'm not leaving because I have a lack of ideas, or because I'm tired of it. But it's moreso, because I really think that the time is right for me to go. I took on two really ambitious projects while I was on here being Batgirl Beyond and Digital Crisis, the latter having taken me an extremely long amount of time due to its length. And I've finally come to the place where I've completed everything that I started…and that was always my promise to you guys: that I would never start something that I didn't think that I would eventually finish. And I don't think that I'm going to be able to adhere to that anymore…also if I were to keep writing, I could guarantee that my stuff would grow stale and bad rather quickly. I really put in as much as I could into Batgirl Beyond 3, and think that it's really time to say goodbye in terms of storytelling after that. Also, practically speaking, I'm going through a pretty intense transition period right now where I don't think that I'll be able to dedicate time to writing stories the way that I used to.

But keep in mind that I'll still be around the website to chat with and answer questions, and I would always be down for "producing" stories if that's a thing…lol. What I mean by that is, if people want to make their own projects, and would like my help with it, I would be happy to hear from you and see what I can do to add to it and give you guys ideas. I have a special soft spot for people who want to make adaptions of my own things, be it digital crisis or Melanie's Batgirl beyond. I know a few of you were dissatisfied with the way how it ended, so maybe you could continue the story in a way that you see fit, and I can help out with those types of endeavors!

But once again, I'd like to thank all of you for reading my stories, and for giving me a reason to keep writing! And like I always say, never say never. Who knows? Maybe you'll hear from me again unexpectedly!

But for now, goodbye guys! It's been real. And thanks again for everything.

-VeemonRemix out


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